Common use of Holdover Clause in Contracts

Holdover. If Sublessee fails to surrender the Subleased Premises or any portion thereof at the expiration or earlier termination of the Term, then it will be conclusively presumed that the value to Sublessee of remaining in possession, and the loss that will be suffered by Sublessor as a result thereof, far exceed the Rent and additional rent that would have been payable had the Term continued during such holdover period. Therefore, if Sublessee (or anyone claiming through Sublessee) does not immediately surrender the Subleased Premises or any portion thereof upon the expiration or earlier termination of the Term, then the rent payable by Sublessee shall be increased to two (2) times then-applicable base rent for the Subleased Premises as set forth in the Prime Lease. Such rent shall be computed by Sublessor and paid by Sublessee 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 Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision of this Sublease, Sublessor’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and 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 Term, and nothing contained herein shall be construed to constitute Sublessor’s consent to any holdover or to give Sublessee any right with respect thereto.

Holdover. If Sublessee fails to surrender vacant and exclusive possession of the Subleased Premises or any portion thereof at is not surrendered (with all restoration, repair, removal, and remediation obligations set forth herein, including as incorporated herein by reference from the Prime Lease, satisfied) to Sublandlord on the expiration or earlier termination of the Termthis Sublease, then it will Sublandlord shall be conclusively presumed that the value entitled to Sublessee of remaining in possession, and the loss that will be suffered by Sublessor as a result thereof, far exceed the Rent and additional rent that would have been payable had the Term continued during such holdover period. Therefore, if Sublessee (or anyone claiming through Sublessee) does not immediately surrender reenter the Subleased Premises and dispossess Subtenant (and/or any person claiming by, through or under Subtenant). In the event of any such holding over, Subtenant shall pay as holdover rent or use and occupancy for each month (or portion thereof upon thereof) of the holdover tenancy the amounts payable by Subtenant to Sublandlord pursuant to Section 16 of the Prime Lease as incorporated herein by reference. The acceptance of any such use and occupancy payment paid by Subtenant pursuant to this Section shall in no event preclude Sublandlord from commencing and prosecuting a holdover or summary eviction proceeding. In addition, Subtenant shall indemnify, defend and save harmless Sublandlord from and against any obligations of Sublandlord to Prime Landlord pursuant to Section 16 of the Prime Lease. Nothing contained in this Section shall (i) imply any right of Subtenant to remain in the Subleased Premises after the termination of this Sublease without the execution of a new lease, (ii) imply any obligation of Sublandlord to grant a new lease or (iii) be construed to limit any right or remedy that Sublandlord has against Subtenant as a holdover tenant or trespasser. The provisions of this Section 19 shall survive the expiration or earlier termination of the Term, then the rent payable by Sublessee shall be increased to two (2) times then-applicable base rent for the Subleased Premises as set forth in the Prime Lease. Such rent shall be computed by Sublessor and paid by Sublessee 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 Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision of this Sublease, Sublessor’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and 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 Term, and nothing contained herein shall be construed to constitute Sublessor’s consent to any holdover or to give Sublessee any right with respect thereto.

Holdover. If Sublessee fails to surrender (a) In the Subleased Premises event this lease is not renewed or any portion thereof at extended or a new lease is not entered into between the parties, and if Tenant shall then hold over after the expiration or earlier termination of the Term (it being agreed that Tenant shall not be deemed holding over by the mere fact that Tenant’s Property remains in the Premises after the expiration of the Term), the parties hereby agree that Tenant’s occupancy of the Premises after the expiration of the term shall be a tenancy at will commencing on the first day after the expiration of the Term, then it will which tenancy shall be conclusively presumed that the value to Sublessee of remaining in possession, and the loss that will be suffered by Sublessor as a result thereof, far exceed the Rent and additional rent that would have been payable had the Term continued during such holdover period. Therefore, if Sublessee (or anyone claiming through Sublessee) does not immediately surrender the Subleased Premises or any portion thereof upon the expiration or earlier termination all of the Term, then the rent payable by Sublessee shall be increased to two (2) times then-applicable base rent for the Subleased Premises as terms set forth in the Prime Lease. Such rent this lease except Tenant shall be computed by Sublessor and paid by Sublessee on a monthly basis and shall be payable pay on the first day of each month of the holdover period as Fixed Rent, an amount equal to the product obtained by multiplying one-twelfth of the Fixed Rent payable by Tenant during the last year of the Term (i.e., the year immediately prior to the holdover period) prorated for any partial month on a per diem basis, by (ii) one hundred twenty-five (125%) percent for the first thirty days of such holdover, one hundred fifty (150%) percent for the next thirty (30) days of such holdover, and one hundred seventy-five (175%) percent thereafter. It is further stipulated and agreed that if Landlord shall, at any time after the expiration of the Term, proceed to remove Tenant from the Premises as a holdover, the Fixed Rent for the use and occupancy of the Premises during any holdover period shall be calculated in the same manner as set forth above. (b) Notwithstanding anything to the contrary contained in this lease, the acceptance of any rent paid by Tenant pursuant to Section 34.01(a) shall not preclude Landlord from commencing and prosecuting a holdover or summary eviction proceeding, or from collecting any amounts (including, without limitation, reasonable counsel fees) payable by Tenant pursuant to Section 27.02 in connection with any such holdover period or summary eviction proceeding, and the first day of each calendar month thereafter during such holdover period until the Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision of this Sublease, Sublessor’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and to recover all damages. Any such holdover preceding sentence shall be deemed to be a tenancy at sufferance and not a tenancy at will or tenancy from month to month. In an “agreement expressly providing otherwise” within the meaning of Section 223-c of the Real Property Law of the State of New York but in no event shall Tenant be responsible to the Landlord for any holdover be deemed monetary damages, including, without limitation, any consequential, punitive, special or speculative damages of any kind, lost profits or like damages alleged to have occurred as a permitted extension or renewal result of any breach of this Lease, if any, suffered by the Landlord by reason of the TermTenant’s holdover in the Premises except as expressly provided in Section 34.02. 34.02. Notwithstanding anything to the contrary contained herein, in the event that: (a) Landlord shall enter into one or more (i) leases for all or any portion of the Premises or (ii) letters of intent with respect to all or a portion of the Premises, which either (x) is for a term that is scheduled to commence within one hundred twenty (120) days after the Expiration Date or (y) is for a term that is scheduled to commence within twelve (12) months after the Expiration Date and nothing contained which requires Landlord to perform any material demolition, tenant improvement work or any other material work as a precondition to the commencement of such term (any such lease is herein called a “Qualifying Lease”), and (b) Landlord shall give Tenant written notice of any such Qualifying Lease(s) (herein called a “Qualifying Lease Notice”), which Qualifying Lease Notice may be given at any time prior to, or if Tenant has held-over or remains in possession of any portion of the Premises following, the Expiration Date and shall describe the premises leased pursuant to such Qualifying Lease(s), and (c) Tenant shall hold-over or remain in possession of any portion of the Premises beyond the date which is one hundred twenty (120) days following the later of (x) the Expiration Date or (y) the date on which Landlord shall have given such Qualifying Lease Notice to Tenant, then, in such event, Tenant shall be construed subject to constitute Sublessorall losses, injuries and damages incurred by Landlord arising out of any new leases or lost opportunities by Landlord to re-let all or any part of the Premises covered by a Qualifying Lease Notice given at least thirty (30) days prior to the date on which Landlord incurs such damages, including without limitation any such damages in connection with Landlord’s consent inability to deliver the premises leased pursuant to such Qualifying Lease to the tenant under such Qualifying Lease (collectively, “Holdover Damages”). All damages to Landlord by reason of such holding over by Tenant may be the subject of a separate action and need not be asserted by Landlord in any holdover or summary proceedings against Tenant. Landlord shall not be required to give Sublessee any right with respect theretomitigate Holdover Damages except as may be required by then applicable Legal Requirements.

Holdover. If Sublessee fails Tenant with Landlord's consent remains in possession of the Premises after expiration of the Term or after the date in any notice given by Landlord to surrender Tenant terminating this Lease, such possession by Tenant shall be deemed to be a month to month tenancy cancelable by either party on thirty (30) days written notice given at any time by either party and all provisions of this Lease, except those pertaining to Term, renewal options and Base Rent, shall apply and Tenant shall thereafter pay monthly Base Rent, computed on a per-month basis, for each month or part thereof (without reduction for any partial month) that Tenant remains in possession, in an amount equal to one hundred fifty percent (150%) of the Subleased Premises or any portion thereof at Base Rent that was in effect for the last full calendar month immediately preceding expiration of the Term. If Tenant holds over after the expiration or earlier termination of the TermTerm hereof, then it will without the consent of Landlord, Tenant shall become a Tenant at sufferance only with a continuing obligation to pay Rent provided that, as liquidated damages (which shall be conclusively presumed Landlord's sole damages) for such holding over, the Base Rent shall be one hundred fifty percent (150%) of the Base Rent that was in effect for the value to Sublessee last full calendar month immediately preceding expiration of remaining in possessionthe Term for the first thirty (30) days of such holdover, and two hundred percent (200%) of such Base Rent thereafter during the loss that will be suffered pendency of such holdover. Acceptance by Sublessor as a result thereof, far exceed the Landlord of Rent and additional rent that would have been payable had the Term continued during such holdover period. Therefore, if Sublessee (or anyone claiming through Sublessee) does not immediately surrender the Subleased Premises or any portion thereof upon the after expiration or earlier termination of the Term, then Term shall not constitute a consent to a holdover hereunder or result in a renewal. The foregoing provisions of this Section 27 are in addition to and do not affect Landlord's right of re-entry or any rights of Landlord hereunder or as otherwise provided by law except for Landlord's damages which are liquidated at the rent payable by Sublessee shall be increased to two (2) times then-applicable base rent for the Subleased Premises as amounts set forth in the Prime Leaseabove. Such rent shall be computed by Sublessor and paid by Sublessee 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 Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. No provision of this Sublease, Sublessor’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and 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 Term, and nothing contained herein Section 27 shall be construed to constitute Sublessor’s as implied consent by Landlord to any holdover holding over by Tenant. Landlord expressly reserves the right to require Tenant to surrender possession of the Premises to Landlord as provided in this Lease upon expiration or to give Sublessee any right with respect theretoother termination of this Lease.

Holdover. (a) Notwithstanding anything in this Lease to the contrary, so long as an Event of Default, or any event that, with the giving of notice or the passing of time, would constitute an Event of Default, has not occurred at the time of the exercise of the rights provided in this paragraph, ▇▇▇▇▇ may request to holdover in the Leased Premises from month- to-month ("Permitted Holdover"), commencing as of the first calendar month immediately following the expiration of the Term (as the same may be extended) (the "Permitted Holdover Period"), by delivering to Lake City prior written notice of ▇▇▇▇▇'s request to so occupy the Leased Premises on or before the date that is six (6) months prior to the expiration of the Term. Lake City may, within thirty (30) days after receiving such notice, decline to allow a Permitted Holdover by delivering written notice thereof to HAECO. If Sublessee Lake City does not respond to ▇▇▇▇▇'s request for a Permitted Holdover within such period, a Permitted Holdover shall be deemed allowed. The Permitted Holdover shall be subject to all the terms and conditions of this Lease, including without limitation payment of Rent (escalated annually as provided in Article 6) in the amountsin effect on the final Lease Year of the Term, except that either Party may terminate the Permitted Holdover upon one hundred eighty (180) days' prior written notice. (b) Other than in the case of a Permitted Holdover, if ▇▇▇▇▇ fails to surrender the Subleased Leased Premises upon termination or any portion thereof at the expiration or earlier termination of this Lease then ▇▇▇▇▇'s continued occupancy of the Term, then it will be conclusively presumed that the value to Sublessee of remaining in possession, and the loss that will be suffered by Sublessor as a result thereof, far exceed the Rent and additional rent that would have been payable had the Term continued during such holdover period. Therefore, if Sublessee (or anyone claiming through Sublessee) does not immediately surrender the Subleased Leased Premises or any portion thereof upon the expiration or earlier termination of the Term, then the rent payable by Sublessee shall be increased to two (2) times then-applicable base rent for the Subleased Premises as set forth in the Prime Lease. Such rent shall be computed by Sublessor and paid by Sublessee 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 Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision of this Sublease, Sublessor’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and to recover all damages. Any such holdover shall be deemed to be a tenancy from month-to-month with respect to such retained portion at sufferance a rental rate of one hundred twenty-five percent (125%) the Rent due under this Lease for the month prior to the holdover, and not a otherwise subject to all the terms and conditions of this Lease. Lake City may terminate the holdover tenancy at will or tenancy from month any time by providing thirty (30) days' prior written notice to month▇▇▇▇▇. In no event addition to any other liabilities to Lake City arising therefrom, ▇▇▇▇▇ shall any holdover be deemed a permitted extension or renewal of the Termand does hereby agree to indemnify, defend, and nothing contained herein shall be construed hold Lake City harmless from any loss or liability resulting from the HAECO's failure to constitute Sublessor’s consent surrender the Leased Premises, including but not limited to claims made by any holdover or to give Sublessee any right with respect theretosucceeding tenant.

Holdover. If Sublessee fails to surrender the Additional Subleased Premises or any portion thereof at the expiration or earlier termination of the Term, then it will be conclusively presumed that the value to Sublessee of remaining in possession, and the loss that will be suffered by Sublessor as a result thereof, far exceed the Rent and additional rent that would have been payable had the Term continued during such holdover period. Therefore, if Sublessee (or anyone claiming through Sublessee) does not immediately surrender the Additional Subleased Premises or any portion thereof upon the expiration or earlier termination of the Term, then the rent payable by Sublessee shall be increased to two (2) times then-applicable base rent for the Additional Subleased Premises as set forth in the Prime Lease. Such rent shall be computed by Sublessor and paid by Sublessee 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 Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. 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 Additional Subleased Premises have been vacated. Notwithstanding any other provision of this Sublease, Sublessor’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and 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 Term, and nothing contained herein shall be construed to constitute Sublessor’s consent to any holdover or to give Sublessee any right with respect thereto.

Holdover. On the last day of the Term of the Lease, or on any sooner termination, Tenant shall surrender the Leased Premises to the Landlord in good condition, ordinary wear and tear accepted, free from all of Tenant's personal property, trade fixtures, furnishings and equipment. This Lease shall terminate without further notice upon the expiration of the term. If Sublessee Tenant or any person claiming through or under Tenant is in possession of any part of the Premises after the expiration of the term, without the express consent of Landlord, such tenancy shall be from month-to-month only, and not a renewal of this Lease 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, except that Base Rent shall be increased to one hundred fifty percent (150%) of the amount of Base Rent payable by Tenant during the last month of the Term, for each month, or portion thereof, that Tenant remains in possession. Nothing in this Section shall be construed as a consent by Landlord to any continued possession by Tenant and Landlord expressly reserves the right to require Tenant to surrender possession of the Premises upon the expiration of the Term 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 continued possession. If Tenant fails to surrender the Subleased Premises or any portion thereof at the expiration or earlier termination of the Term, then it will be conclusively presumed that the value to Sublessee of remaining in possession, and the loss that will be suffered by Sublessor as a result thereof, far exceed the Rent and additional rent that would have been payable had the Term continued during such holdover period. Therefore, if Sublessee (or anyone claiming through Sublessee) does not immediately surrender the Subleased Premises or any portion thereof upon the expiration of this Lease despite demand to do so by Landlord, Tenant shall indemnify and hold Landlord harmless from all loss or earlier liability, including without limitation, any claim made by any succeeding tenant relating to such failure to surrender. Acceptance by Landlord of rent after the termination shall not constitute a consent to a holdover or result in a renewal of this Lease. The foregoing provisions of this Section are in addition to and do not affect Landlord's right of re-entry or any other rights of Landlord under this Lease or at law. If Tenant fails to surrender the Leased Premises to Landlord on the expiration of the TermLease, then as required by this section, Tenant shall hold Landlord harmless from all damages resulting from Tenant's failure to vacate the rent payable Leased Premises, including, without limitation, claims made by Sublessee shall be increased any succeeding tenant resulting from the Tenant's failure to two (2) times then-applicable base rent for surrender the Subleased Premises as set forth in the Prime Lease. Such rent shall be computed by Sublessor and paid by Sublessee 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 Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision of this Sublease, Sublessor’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and 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 Term, and nothing contained herein shall be construed to constitute Sublessor’s consent to any holdover or to give Sublessee any right with respect theretoLeased Premises.

Holdover. If Sublessee Tenant fails to surrender vacate the Subleased Premises or any portion thereof at the expiration or earlier termination of the Term, then it will Tenant shall be conclusively presumed that a Tenant at sufferance as to such space and, in addition to all other damages and remedies to which Landlord may be entitled for such holding over, Tenant shall pay, in addition to the value to Sublessee of remaining in possession, and the loss that will be suffered by Sublessor as a result thereof, far exceed the other Base Rent and additional all other charges payable under the Lease, holdover rent that would have been (on a per diem basis) for the Premises equal to 150% of each of the Base Rent and Tenant’s Proportionate Share of Actual Operating Costs payable had during the last month of the Term continued during such holdover periodand Tenant shall otherwise continue to be subject to all of Tenant’s obligations under this Lease. Therefore, if Sublessee (The provisions of this Section shall not be deemed to limit or anyone claiming through Sublessee) does not immediately constitute a waiver of any other rights or remedies of Landlord provided herein or at law or a consent by Landlord to any holding over by Tenant and Landlord expressly reserves the right to require Tenant to surrender possession of the Subleased Premises or any portion thereof upon the expiration of the Term or upon the earlier termination hereof and to assert any remedy in law or equity to evict Tenant arid/or collect damages in connection with such holding over. If Tenant fails to surrender the Premises upon the termination or expiration of the Termthis Lease, then the rent payable by Sublessee shall be increased in addition to two (2) times then-applicable base rent for the Subleased Premises as set forth in the Prime Lease. Such rent shall be computed by Sublessor and paid by Sublessee 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 Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENTliabilities to Landlord accruing therefrom, MARKED BY BRACKETSTenant shall protect, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933defend, AS AMENDED. provision of this Subleaseindemnify and hold Landlord, Sublessorits mortgagee, whether now or hereafter existing, Landlord’s acceptance of property manager, and their respective members, managers, partners, officers, directors, agents and employees harmless from all loss, costs (including reasonable attorneys’ fees) and liability resulting from such rent shall not in any manner adversely affect Sublessor’s other rights and remediesfailure, including Sublessor’s right any claims made by any succeeding lessees founded on such failure to evict Sublessee and 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 Termsurrender, and nothing contained herein shall be construed any lost profits to constitute Sublessor’s consent to any holdover or to give Sublessee any right with respect theretoLandlord resulting therefrom.”

Holdover. If Sublessee Subtenant fails to surrender the Subleased Premises or any portion thereof at the expiration or earlier termination of the Termthis Sublease, then it will be conclusively presumed that the value to Sublessee occupancy of remaining in possession, and the loss that will be suffered by Sublessor as a result thereof, far exceed the Rent and additional rent that would have been payable had the Term continued during such holdover period. Therefore, if Sublessee (or anyone claiming through Sublessee) does not immediately surrender the Subleased Premises after the termination or any portion thereof upon expiration shall be that of a tenancy at sufferance. Subtenant’s occupancy of the Subleased Premises during the holdover shall be subject to all the terms and provisions of this Sublease and Subtenant shall pay an amount (on a per month basis without reduction for partial months during the holdover) equal to 150% of the sum of the Base Rent and Additional Rent due for the period immediately preceding the holdover. No holdover by Subtenant or payment by Subtenant after the expiration or earlier early termination of the Term, then the rent payable by Sublessee shall be increased to two (2) times then-applicable base rent for the Subleased Premises as set forth in the Prime Lease. Such rent shall be computed by Sublessor and paid by Sublessee 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 Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision of this Sublease, Sublessor’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and 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 Term, and nothing contained herein Sublease shall be construed to constitute Sublessor’s consent extend the Term or prevent Sublandlord from immediate recovery of possession of the Subleased Premises by summary proceedings or otherwise. In addition to any holdover the payment of the amounts provided above, if Sublandlord is unable to deliver possession of the Subleased Premises to a new subtenant or to give Sublessee any right with respect theretoLandlord, as the case may be, or to perform improvements for a new subtenant, as a result of Subtenant’s holdover, Subtenant shall be liable to Sublandlord for all damages, including, without limitation, consequential damages, that Sublandlord suffers from the holdover; Subtenant expressly acknowledges that such damages may include all of the holdover rent charged by Landlord under the Master Lease as a result of Subtenant’s holdover, which Master Lease holdover rent may apply to the entire Master Lease Premises.

Holdover. If Sublessee fails Tenant with Landlord’s consent remains in possession of the Premises after expiration of the Term or after the date in any notice given by Landlord to surrender Tenant terminating this Lease, such possession by Tenant shall be deemed to be a month to month tenancy cancelable by either party on thirty (30) days written notice given at any time by either party and all provisions of this Lease, except those pertaining to Term, renewal options and Base Rent, shall apply and Tenant shall thereafter pay monthly Base Rent computed on a per month basis, for each month or part thereof (without reduction for any partial month) that Tenant remains in possession, in an amount equal to one hundred thirty-five percent (135%) of the Subleased Premises or any portion thereof at Base Rent that was in effect for the last full calendar month immediately preceding expiration of the Term. If Tenant holds over after the expiration or earlier termination of the TermTerm hereof, then it will be conclusively presumed without the consent of Landlord, Tenant shall become a Tenant at sufferance only with a continuing obligation to pay Rent provided that the value to Sublessee Base Rent shall be one hundred fifty percent (150%) of remaining the Base Rent that was in effect for the last full calendar month immediately preceding expiration of the Term for the first thirty (30) days of such holdover, and two hundred percent (200%) of such Base Rent thereafter during the pendency of such holdover. In any such case of Holdover without the consent of Landlord, the monthly Base Rent shall be computed on a per-month basis, for each month or part thereof (without reduction for any partial month) that Tenant remains in possession, and the loss that will be suffered . Acceptance by Sublessor as a result thereof, far exceed the Landlord of Rent and additional rent that would have been payable had the Term continued during such holdover period. Therefore, if Sublessee (or anyone claiming through Sublessee) does not immediately surrender the Subleased Premises or any portion thereof upon the after expiration or earlier termination of the TermTerm shall not constitute a consent to a holdover hereunder or result in a renewal. The foregoing provisions of this ¶ 27 are in addition to and do not affect Landlord’s right of re-entry or any rights of Landlord hereunder or as otherwise provided by law. If Tenant fails to surrender the Premises upon the expiration of this Lease despite demand to do so by Landlord, then the rent payable by Sublessee Tenant shall be increased to two (2) times then-applicable base rent for the Subleased Premises as set forth in the Prime Lease. Such rent shall be computed by Sublessor indemnify and paid by Sublessee on a monthly basis and shall be payable on the first day hold Landlord harmless from all loss or liability arising out of such holdover period and the first day of each calendar month thereafter during failure, including without limitation, any claim made by any succeeding tenant founded on or resulting from such holdover period until the Subleased Premises have been vacatedfailure to surrender. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. No provision of this Sublease, Sublessor’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and 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 Term, and nothing contained herein ¶ 27 shall be construed to constitute Sublessor’s as implied consent by Landlord to any holdover holding over by Tenant. Landlord expressly reserves the right to require Tenant to surrender possession of the Premises to Landlord as provided in this Lease upon expiration or other termination of this Lease. The provisions of this ¶ 27 shall not be considered to give Sublessee limit or constitute a waiver of any right with respect theretoother rights or remedies of Landlord provided in this Lease or at law.

Holdover. If Sublessee fails Tenant with Landlord's consent remains in possession of the Premises after expiration of the Term or after the date in any notice given by Landlord to surrender Tenant terminating this Lease pursuant to (P) 17. or (P) 18., such possession by Tenant shall be deemed to be a month to month tenancy cancelable by either party on thirty (30) days written notice given at any time by either party and all provisions of this Lease, except those pertaining to Term, renewal options and Base Rent, shall apply and Tenant shall thereafter pay monthly Base Rent computed on a per- month basis, for each month or part thereof (without reduction for any partial month) that Tenant remains in possession, in an amount equal to one hundred fifty percent (150%) of the Subleased Premises or any portion thereof at Base Rent that was in effect for the last full calendar month immediately preceding expiration of the Term. If Tenant holds over after the expiration or earlier termination of the TermTerm hereof, then it will be conclusively presumed without the consent of Landlord, Tenant shall become a Tenant at sufferance only with a continuing obligation to pay Rent provided that the value to Sublessee Base Rent shall be one hundred fifty percent (150%) of remaining the Base Rent that was in possessioneffect for the last full calendar month immediately preceding expiration of the Term for the first thirty (30) days of such holdover, and two hundred percent (200%) of such Base Rent thereafter during the loss that will be suffered pendency of such holdover. Acceptance by Sublessor as a result thereof, far exceed the Landlord of Rent and additional rent that would have been payable had the Term continued during such holdover period. Therefore, if Sublessee (or anyone claiming through Sublessee) does not immediately surrender the Subleased Premises or any portion thereof upon the after expiration or earlier termination of the TermTerm shall not constitute a consent to a holdover hereunder or result in a renewal. The foregoing provisions of this (P) 27 are in addition to and do not affect Landlord's right of re-entry or any rights of Landlord hereunder or as otherwise provided by law. If Tenant fails to surrender the Premises upon the expiration of this Lease despite demand to do so by Landlord, then the rent payable by Sublessee Tenant shall be increased to two (2) times then-applicable base rent for the Subleased Premises as set forth in the Prime Lease. Such rent shall be computed by Sublessor indemnify and paid by Sublessee on a monthly basis and shall be payable on the first day hold Landlord harmless from all loss or liability arising out of such holdover period and the first day of each calendar month thereafter during failure, including without limitation, any claim made by any succeeding tenant founded on or resulting from such holdover period until the Subleased Premises have been vacatedfailure to surrender. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. No provision of this Sublease, Sublessor’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and 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 Term, and nothing contained herein (P) 27 shall be construed to constitute Sublessor’s as implied consent by Landlord to any holdover holding over by Tenant. Landlord expressly reserves the right to require Tenant to surrender possession of the Premises to Landlord as provided in this Lease upon expiration or other termination of this Lease. The provisions of this (P) 27 shall not be considered to give Sublessee limit or constitute a waiver of any right with respect theretoother rights or remedies of Landlord provided in this Lease or at law.

Holdover. If Sublessee fails to surrender the Subleased Premises or any portion thereof at the expiration or earlier termination of the Term, then it will be conclusively presumed that the value to Sublessee of remaining in possession, and the loss that will be suffered by Sublessor as a result thereof, far exceed the Rent and additional rent that would have been payable had the Term continued during such holdover period. Therefore, if Sublessee (or anyone claiming through Sublessee) does not immediately surrender the Subleased Premises or any portion thereof upon the expiration or earlier termination of the Term, then the rent payable by Sublessee shall be increased to two (2) times then-applicable base rent for the Subleased Premises as set forth in the Prime Lease. Such rent shall be computed by Sublessor and paid by Sublessee 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 Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision of this Sublease, Sublessor’s 's acceptance of such rent shall not in any manner adversely affect Sublessor’s 's other rights and remedies, including Sublessor’s 's right to evict Sublessee and 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 Term, and nothing contained herein shall be construed to constitute Sublessor’s 's consent to any holdover or to give Sublessee any right with respect thereto.

Holdover. If Sublessee fails to surrender remains in possession of the Subleased Premises or any portion thereof at the after expiration or earlier termination of the Term, then it will Sublessee shall be conclusively presumed that the value deemed to Sublessee of remaining in possession, and the loss that will be suffered by Sublessor as a result thereof, far exceed the Rent and additional rent that would have been payable had the Term continued during such holdover period. Therefore, if Sublessee (or anyone claiming through Sublessee) does not immediately surrender occupying the Subleased Premises as a tenant at the sufferance of Sublessor, subject to all of the provisions of this Sublease, except that for each month or any partial month in which Sublessee holds over, Rent for such month or portion thereof upon shall be one hundred fifty percent (150%) of the amount of Rent in effect during the last month of the Term without apportionment for any partial month; in the event the expiration or earlier termination of the TermTerm coincides with the expiration of the term under the Prime Lease, then the rent payable by however, Sublessee shall be increased to two (2) times then-applicable base rent for remit the Subleased Premises as set forth greater of 150% of the Rent then in effect or the amounts owing under the Prime Lease. Such rent shall be computed Additionally, Sublessee agrees to indemnify Sublessor for any and all loss, damage, cost, expense and liability (including, without limitation, attorneys’ fees, court costs and consequential damages) incurred by Sublessor and paid by Sublessee on a monthly basis and shall be payable on the first day of such in connection with Sublessee’s holdover period and the first day of each calendar month thereafter during such holdover period until at the Subleased Premises have been vacatedPremises. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. No provision of in this Sublease, Sublessor’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and to recover all damages. Any such holdover shall Section 11 shall: (a) 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 Term, and nothing contained herein shall be construed to constitute Sublessor’s consent by Sublessor to any holdover by Sublessee; (b) preclude or exclude Sublessor from exercising its right of re-entry; or (c) be deemed to give Sublessee be a waiver of any right with respect theretoother rights or remedies which Sublessor may have available hereunder, under the Prime Lease, at law or in equity.

Holdover. If Sublessee fails to surrender Tenant shall, without the Subleased Premises or any portion thereof at written consent of Landlord, hold over after the expiration or earlier termination of the TermLease Term (hereinafter, then it will be conclusively presumed that the value to Sublessee of remaining in possessionan “unauthorized holdover”), and the loss that will be suffered by Sublessor as a result thereof, far exceed the Rent and additional rent that would have been payable had the Term continued during such holdover period. Therefore, if Sublessee (or anyone claiming through Sublessee) does not immediately surrender the Subleased Premises or any portion thereof upon the expiration or earlier termination of the Term, then the rent payable by Sublessee shall be increased to two (2) times then-applicable base rent for the Subleased Premises as set forth in the Prime Lease. Such rent shall be computed by Sublessor and paid by Sublessee 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 Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision of this Sublease, Sublessor’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and to recover all damages. Any such holdover Tenant shall be deemed to be a tenant at sufferance, which tenancy at sufferance may be terminated immediately by Landlord as provided by applicable state law. During any such holdover tenancy, unless Landlord has otherwise agreed in writing, Tenant agrees to pay to Landlord a per diem occupancy charge equal to the sum of (A) five percent (5%) of the stated monthly Base Rent for the last full month of the Lease Term then ending for each day of the first month of such holdover (or 150% of such monthly Base Rent for the entire first month), (B) six percent (6%) of the stated monthly Base Rent for the last full month of the Lease Term then ending for each day of the second month of such holdover (or 180% of such monthly Base Rent for the entire second month), (C) seven percent (7%) of the stated monthly Base Rent for that last full month of the Lease Term then ending for each day of such holdover after the first two (2) months thereof (but not to exceed 200% of such monthly Base Rent for each such full month), and not (D) one hundred percent (100%) of the additional rent which would have been payable by Tenant for the period of such holdover, calculated on a tenancy at will or tenancy from per diem basis using the additional rent which had otherwise been payable by Tenant for the last full month to of the Lease Term then ending Such payments shall be made (in arrears) within five (5) days after Landlord’s demand, and in no event less often than once per month. In no event the case of a holdover which has been consented to by Landlord, Tenant shall any holdover be deemed to be a permitted extension or renewal month to month tenant upon all of the Termterms and provisions of this Lease, except the monthly Base Rent shall be as agreed by Landlord and Tenant with respect to such consented holdover. Upon expiration of the Lease Term as provided herein, Tenant shall not be entitled to any notice to quit, the usual notice to quit being hereby expressly waived under such circumstances, and nothing contained herein Tenant shall be construed to constitute Sublessorsurrender the Premises on the last day of the Lease Term as provided in Section 26, above. The foregoing described per diem occupancy charge is in addition to, and not in lieu of, any other claims for damages which Landlord may have or assert against Tenant in connection with any unauthorized holdover, including any claims arising out of Tenant’s consent to any holdover or to give Sublessee any right with respect theretoindemnity under Section 26, above.

Holdover. If Sublessee Tenant has no right to retain possession of the Premises or any part thereof beyond the expiration or earlier termination of this Lease. Tenant expressly acknowledges that it understands that any failure by Tenant to not vacate the Premises on the Expiration Date or earlier termination of this Lease will result in material damages and irreparable harm to Landlord. Further, Tenant acknowledges that if Tenant fails to surrender the Subleased Premises or any portion thereof at the expiration or earlier termination of the TermLease, then it will be conclusively presumed that the value to Sublessee Tenant of remaining in possession, and the loss that will be suffered by Sublessor Landlord as a result thereof, far exceed the Base Rent and additional rent that would have been payable had the Term continued during such any holdover periodby Tenant. ThereforeAs a result, if Sublessee (or anyone claiming through Sublessee) the parties agree that in the event Tenant does not immediately vacate and surrender the Subleased Premises on or any portion thereof upon prior to the expiration or earlier termination of this Lease that in addition to all rights and remedies at law and in equity, (a) Landlord shall be entitled to injunctive relief (whether preliminary, temporary or permanent) as one appropriate remedy for a breach or threatened breach thereof and in which case, no bond or other security shall be required for an injunction and Landlord shall not be required to prove special damages or inadequacy of any available remedies at law; (b) the TermBase Rent, then the rent Tenant’s Proportionate Share of Operating Expenses and Tenant’s Proportionate Share of Taxes payable by Sublessee hereunder shall be increased to two the greater of (2i) times then-applicable base fair market rent for the Subleased entire Premises in existence as set forth in of the Prime Lease. Such rent Effective Date (regardless of whether Tenant has previously vacated or surrendered any portions thereof) and all other obligations of Tenant under this Lease shall be computed by Sublessor continue to apply and paid by Sublessee 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 Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision of this Sublease, Sublessor’s acceptance (ii) two hundred percent (200%) of such rent applicable during the month immediately preceding such expiration or earlier termination and all other obligations of Tenant under this Lease shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right continue to evict Sublessee and to recover all damagesapply. 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 Term, and nothing Nothing contained herein or the acceptance of any amounts from Tenant shall be construed to constitute Sublessor’s as a consent by Landlord to any holdover holding over by Tenant. Tenant shall indemnify, defend and hold Landlord and each Landlord Party harmless from and against any and all claims, demands, actions, losses, damages, obligations, costs and expenses, including, without limitation, reasonable attorneys’ fees and costs incurred or suffered by Landlord and/or any Landlord Party by reason of Tenant’s failure to give Sublessee any right surrender the Premises on the expiration or earlier termination of this Lease in accordance with respect theretothe provisions of this Lease.

Holdover. If Sublessee fails Should Tenant continue to surrender occupy the Subleased Demised Premises -------- after expiration of the term or any renewal thereof and provided Landlord has notified Tenant thirty (30) days prior to the expiration of the term or any renewal term that Landlord is negotiating or has executed a lease with a third party for the Demised Premises or any portion thereof at the expiration or earlier termination of the Term, then it will be conclusively presumed that the value to Sublessee of remaining in possession, and the loss that will be suffered by Sublessor as a result thereof, far exceed the Rent and additional rent that would have been payable had the Term continued during such holdover period. Therefore, if Sublessee (or anyone claiming through Sublessee) does not immediately surrender the Subleased Premises or any portion thereof upon the expiration or earlier termination of the Term, then the rent payable by Sublessee shall be increased to two (2) times then-applicable base rent for the Subleased Premises as set forth in the Prime Lease. Such rent shall be computed by Sublessor and paid by Sublessee 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 Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision of this Sublease, Sublessor’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and to recover all damages. Any such holdover Tenant shall be deemed to be occupying the Demised Premises without claim or right and Tenant shall pay Landlord all costs arising out of loss or liability resulting from delay by Tenant in so surrendering the Demised Premises as above provided and shall pay a tenancy at sufferance and not charge for each day of occupancy an amount equal to 150% the Base Rent (on a tenancy at will or tenancy from month to monthper diem basis) then reserved hereunder. In no the event Landlord has failed to notify Tenant in writing within thirty (30) days prior to the expiration of the term or any renewal term that Landlord is negotiating or has executed a lease with a third party for the Demised Premises or any portion thereof, Tenant shall be entitled to occupy the Demised Premises for a period of sixty (60) days following expiration of the term or any holdover renewal term on the same terms and conditions as such term or renewal term (including Base Rental and additional rental). Should Tenant continue to occupy the Demised Premises following such sixty (60) day period, Tenant shall be deemed to be occupying the Demised Premises without claim or right and Tenant shall pay Landlord as a permitted extension full measure of all loss or renewal liability resulting from delay by Tenant in so surrendering the Demised Premises as above provided a charge for each day of occupancy an amount equal to 200% of the Term, Base Rent and nothing contained herein shall be construed to constitute Sublessor’s consent to any holdover or to give Sublessee any right with respect theretoAdditional Rent (on a per diem basis) then reserved hereunder.

Holdover. If Sublessee fails to surrender the Subleased Premises Lessee remains in possession of all or any portion thereof at part of the Premises with Lessor’s prior written consent after the expiration or earlier termination of this Lease or of Lessee’s right to possession, such possession will constitute a month-to-month tenancy which may be terminated by either Lessor or Lessee upon thirty (30) days written notice and will not constitute a renewal or extension of the Lease Term. If Lessee remains in possession after such expiration or termination without Lessor’s prior written permission, such possession will constitute a tenancy-at-will terminable upon forty-eight (48) hours’ notice by Lessor and will not constitute a month-to-month tenancy nor a renewal or extension of the Lease Term. In the event of a month-to-month tenancy or tenancy-at-will under this Paragraph, Lessee’s Base Rent will be two hundred percent (200%) of the Base Rent payable during the last month of the Lease Term, then it any other sums due under this Lease will be conclusively presumed that payable in the value to Sublessee of remaining amounts and at the times specified in possessionthis Lease, and the loss that all options, rights of refusal, expansions and/or renewals shall be null and void. Any tenancy under this Paragraph will be suffered by Sublessor as a result thereofsubject to every other term, far exceed condition and covenant contained in this Lease. Lessee agrees to defend, indemnify and hold Lessor harmless from any claim or cause of action arising out of related to the Rent and additional rent that would have been payable had failure of Lessee to surrender possession of the Term continued during such holdover period. Therefore, if Sublessee (or anyone claiming through Sublessee) does not immediately surrender the Subleased Premises or any portion thereof to Lessor upon the expiration of this Lease or earlier termination upon any such termination. Notwithstanding the foregoing, Lessee shall have the option to holdover for a period of up to three (3) months following the expiration of the Term, then lease term at 115% of the last rent payable by Sublessee due under the terms of the lease. Lessee shall be increased required to two provide Lessor one-hundred eighty (2180) times then-applicable base rent for days notice prior to lease the Subleased Premises as set forth in the Prime Lease. Such rent shall be computed by Sublessor and paid by Sublessee 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 Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision of this Sublease, Sublessor’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and 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 Term, and nothing contained herein shall be construed to constitute Sublessor’s consent to any holdover or to give Sublessee any right with respect theretolease expiration date.

Holdover. If Sublessee fails to Tenant shall not immediately surrender the Subleased Premises or any portion thereof at the expiration of the Lease Term or earlier termination of the Lease, then Tenant shall, by virtue of the provisions of this paragraph 3.6, become a tenant by the month. In such event Tenant shall be required to pay one hundred fifty percent (150%) of the amount of the monthly installment of Base Rent then in effect and as subsequently escalated in accordance with the provisions hereof, together with all Additional Rent in effect during the last month of the Term commencing said monthly tenancy with the first day next after the end of the Lease Term; and said Tenant, as a month-to-month tenant, shall be subject to all of the conditions and covenants of this Lease as though the same had originally been a monthly tenancy, except as otherwise provided above with respect to the payment of Rent. Each party hereto shall give to the other at least thirty (30) days written notice to quit the Premises, except in the event of non-payment of Rent provided for herein when due, or of the breach of any other covenant by the said Tenant, in which event, Tenant shall not be entitled to any notice to quit, the usual thirty (30) days notice to quit being expressly waived; provided, however, that in the event that Tenant shall hold over after expiration of the Term, then it will be conclusively presumed that the value and if Landlord shall desire to Sublessee regain possession of remaining in possession, and the loss that will be suffered by Sublessor as a result thereof, far exceed the Rent and additional rent that would have been payable had the Term continued during such holdover period. Therefore, if Sublessee (or anyone claiming through Sublessee) does not immediately surrender the Subleased said Premises or any portion thereof upon promptly at the expiration or earlier termination of the Term, then at any time prior to the rent payable acceptance of the Rent by Sublessee shall be increased to two (2) times then-applicable base rent for Landlord from Tenant, as a monthly tenant hereunder, Landlord, at its election or option, may reenter and take possession of the Subleased Premises as set forth forthwith, without process, or by any legal action or process in the Prime Commonwealth of Virginia. Landlord shall have all the rights and remedies provided for by law and this Lease. Such rent , including the right to recover damages (including consequential damages) suffered by Landlord in the event of Tenant’s holdover in the Premises; provided, however, Tenant shall not be computed by Sublessor and paid by Sublessee on a monthly basis and shall be payable on liable for any consequential damages in the first day of such holdover period and event Tenant vacates the first day of each calendar month thereafter during such holdover period until Premises in accordance with the Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision terms of this Sublease, Sublessor’s acceptance Lease within sixty (60) days following the termination of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and 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 Term, and nothing contained herein shall be construed to constitute Sublessor’s consent to any holdover or to give Sublessee any right with respect thereto.this Lease

Holdover. If Sublessee fails to Subtenant shall surrender the Subleased Demised Premises on or before the Expiration Date without any portion thereof at delay. In the expiration or earlier termination of the Term, then it will be conclusively presumed that the value to Sublessee of remaining in possession, and the loss that will be suffered by Sublessor as a result thereof, far exceed the Rent and additional rent that would have been payable had the Term continued during such holdover period. Therefore, if Sublessee (or anyone claiming through Sublessee) event Subtenant does not immediately surrender the Subleased Demised Premises on the Expiration Date, Subtenant’s continued possession shall be on the basis of a tenancy at the sufferance of the Sublandlord. In such event, Subtenant shall continue to comply with and perform all of the terms and obligations of this Sublease except that the Rent payable during each month or any portion thereof upon shall be equal to One Hundred Fifty Percent (150%) of the Rent payable during the last full month prior to the expiration or earlier termination of the TermSublease, then the rent payable by Sublessee as applicable. Subtenant shall be increased liable to two (2) times then-applicable base rent for Sublandlord for, and shall indemnify and hold Sublandlord harmless against, all damage which Sublandlord suffers because of any holding over by Subtenant, including without limitation, all claims made against Sublandlord resulting from Sublandlord’s delay in delivering possession of the Subleased Demised Premises as set forth to Prime Landlord. Notwithstanding anything to the contrary contained in this Sublease, if Subtenant and Prime Landlord have executed and delivered a direct lease with a commencement date immediately following the Expiration Date and Prime Landlord has signed and delivered to Sublandlord a written waiver of Prime Landlord’s rights under Article 16 of the Prime Lease. Such rent shall be computed by Sublessor and paid by Sublessee on a monthly basis and shall be payable on , Subtenant may remain in the first Demised Premises through the last day of such holdover period and the first day term of each calendar month thereafter during such holdover period until the Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision Prime Lease without being subject to the provisions of this Sublease, Sublessor’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and 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 Term, and nothing contained herein shall be construed to constitute Sublessor’s consent to any holdover or to give Sublessee any right with respect theretoSection 25.

Holdover. If Sublessee fails to surrender Except as otherwise expressly provided in the Overlandlord Consent, in the event Subtenant is in possession of the Subleased Premises after the expiration or any earlier termination of this Sublease, then Subtenant, at Sublandlord’s option, shall be deemed to be occupying the Subleased Premises at sufferance at a Monthly Base Rental equal to the greater of two hundred percent (200%) of (i) the Monthly Base Rental in effect prior to expiration or termination or (ii) the Base Rent provided for under Section 13.9 of the ▇▇▇▇▇▇▇▇▇, with such Base Rent to be charged on a monthly basis for each calendar month or portion thereof for which Tenant holds over, without proration for a partial calendar month, and Subtenant shall otherwise remain subject to all of the conditions, provisions and obligations of this Sublease insofar as the same are applicable to a tenancy at sufferance, including, without limitation, the payment of all Additional Rent and all other amounts due from Subtenant to Sublandlord hereunder. The acceptance of a purported rent check following termination shall not constitute the creation of a tenancy at will, it being agreed that Subtenant’s status shall remain that of a subtenant at sufferance. No holding over by Subtenant after the expiration or termination of this Sublease shall be construed to extend or renew the Term or in any other manner be construed as permission by Sublandlord to holdover. Subtenant shall indemnify and hold Sublandlord harmless from and against any and all damages (actual, consequential or otherwise), losses, costs and expenses, including reasonable attorneys’ fees, incurred by Sublandlord arising out of or in any way attributable to such holding over and/or failure to deliver the Subleased Premises in the condition required by this Sublease on the expiration or earlier termination of the Term, then it will Term of this Sublease. Nothing contained herein shall be conclusively presumed that the value construed as consent by Sublandlord to Sublessee of remaining in possession, and the loss that will be suffered by Sublessor as a result thereof, far exceed the Rent and additional rent that would have been payable had the Term continued during such holdover periodany holding over. Therefore, if Sublessee (or anyone claiming through Sublessee) does not immediately surrender the Subleased Premises or any portion thereof upon Subtenant’s obligations hereunder shall survive the expiration or earlier termination of this Sublease. Except as otherwise expressly provided in the TermOverlandlord Consent, then at the rent payable end of the Term or sooner termination of this Sublease, Tenant shall peaceably surrender and deliver up the Subleased Premises, together with the water neutralizer and emergency generator as provided in Section 7.4 of the ▇▇▇▇▇▇▇▇▇, vacant, broom clean, with all utilities safely capped and in good repair and condition, subject to reasonable wear and tear and damage by Sublessee shall be increased to fire or other casualty. Not later than two (2) times then-applicable base rent for business days prior to the Subleased Premises as set forth in end of the Prime Lease. Such rent shall be computed by Sublessor and paid by Sublessee 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 Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision Term or sooner termination of this Sublease, SublessorSubtenant shall remove all signs and lettering and all trade fixtures and personal property, goods and effects belonging to Subtenant or anyone claiming through or under Subtenant (and shall also remove the Licensed Property unless Sublandlord expressly elects otherwise in writing), shall promptly repair the Subleased Premises and Building as a result of any damage to, or destruction caused by such removal and shall cause all maintenance and repair work of Subtenant to conform to Legal Requirements. Unless Overlandlord or Sublandlord elects otherwise, all installations, alterations, additions or improvements in or to the Subleased Premises shall be the property of Overlandlord and shall remain upon, and be surrendered with, the Subleased Premises at the end of the Term or sooner termination of this Sublease. Subtenant’s acceptance failure to comply with the foregoing and with any and all other surrender requirements of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and to recover all damages. Any such holdover the ▇▇▇▇▇▇▇▇▇ shall be deemed to be constitute 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 Term, and nothing contained herein shall be construed to constitute Sublessor’s consent to any holdover or to give Sublessee any right with respect theretounder this Sublease.

Holdover. If Sublessee fails to surrender retains possession of the Subleased Premises or -------- any portion part thereof at after the expiration or earlier termination of the Term, by lapse of time or otherwise, then it will be conclusively presumed that the value to Sublessee of remaining in possession, and the loss that will be suffered by Sublessor as a result thereof, far exceed the Rent and additional rent that would have been payable had the Term continued during for such holdover period. Therefore, if Sublessee (or anyone claiming through Sublessee) does not immediately surrender the Subleased Premises or any portion thereof upon the expiration or earlier termination of the Term, then the rent payable by period Sublessee shall be increased to two (2) times thena tenant-applicable base rent for the Subleased Premises as set forth in the Prime Lease. Such rent at-sufferance and during any holdover Sublessee shall be computed by Sublessor and paid by Sublessee on a monthly basis subject to and shall be payable on perform all obligations in accordance with all of the first day of such holdover period terms and the first day of each calendar month thereafter during such holdover period until the Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision conditions of this Sublease, Sublessor’s acceptance except that Sublessee shall pay Base Rental and Costs equal to one hundred and fifty (150%) percent of such rent the Base Rental and Costs paid for the last month of the Term and, in addition to the amounts specified above, Sublessee shall not in pay all other amounts due from Sublessee under the terms of the Sublease as if no holdover existed, plus all damages sustained by Sublessor by reason of Sublessee's retention of possession. Additionally, Sublessee shall remain liable to Sublessor and hereby agrees to indemnify, defend and hold Sublessor harmless from and against any manner adversely affect Sublessor’s and all claims, demands, actions, proceedings, suits, liabilities, losses, judgments, expenses (including attorneys' fees) and damages of any kind or nature whatsoever Sublessor may sustain as a result of any holdover by Sublessee, its assignees, sub-subtenants, successors or other transferees. Sublessor shall retain all of its rights and remedies, including Sublessor’s right to evict remedies against Sublessee and to recover all damages. Any such during any holdover shall be deemed to be a tenancy at sufferance and not a tenancy at will or tenancy from month to monthperiod. In no event shall there be any holdover be deemed a permitted extension or renewal of this Sublease by operation of law if Sublessee remains in possession of the Subleased Premises after the expiration of the Term, and nothing contained herein shall be construed to constitute Sublessor’s consent to any holdover or to give Sublessee any right with respect thereto.

Holdover. Tenant shall have no right to holdover. Any holding over after the expiration of the Term, without the express written consent of Landlord, shall constitute an Event of Default. If Sublessee fails to Tenant does not surrender and vacate the Subleased Premises or any portion thereof at expiration of this Lease, Tenant shall be a tenant at sufferance and the parties having agreed, without limiting Landlord’s remedies provided in this Lease, that the daily rental rate shall be one hundred percent (100%) of the then fair market rental rate for the Building as reasonably determined by Landlord, plus Additional Rent, and due the first of each month, and shall otherwise be on the terms and conditions herein specified. In connection with the foregoing, Landlord and Tenant agree that the reasonable rental value of the Premises following the expiration or earlier termination of this Lease shall be the Termamounts set forth above per month. Landlord and Tenant acknowledge and agree that, then under the circumstances existing as of the Effective Date, it will be conclusively presumed that is impracticable and/or extremely difficult to ascertain the reasonable rental value to Sublessee of remaining in possession, and the loss that will be suffered by Sublessor as a result thereof, far exceed the Rent and additional rent that would have been payable had the Term continued during such holdover period. Therefore, if Sublessee (or anyone claiming through Sublessee) does not immediately surrender the Subleased Premises or any portion thereof upon on the expiration or earlier termination of this Lease and that the Termreasonable rental value established herein is a reasonable estimate of the damage that Landlord would suffer as the result of the failure of Tenant to timely surrender possession of the Premises. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code Sections 3275 or 3369, then the rent payable by Sublessee shall be increased but is intended to two (2) times then-applicable base rent for the Subleased Premises as set forth in the Prime Lease. Such rent shall be computed by Sublessor constitute liquidated damages to Landlord pursuant to California Civil Code Sections 1671, 1676, and paid by Sublessee 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 Subleased Premises have been vacated1677. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENTthe foregoing, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision of this Sublease, Sublessor’s acceptance of such rent shall not and in any manner adversely affect Sublessor’s addition to all other rights and remediesremedies on the part of Landlord if Tenant fails to surrender the Premises upon the termination or expiration of this Lease, including Sublessor’s right in addition to evict Sublessee any other liabilities to Landlord accruing therefrom, Tenant shall indemnify, protect, defend and hold Landlord harmless from and against any and all loss or liability resulting from delay by Tenant in so surrendering the Premises including, without limitation, any loss or liability resulting from any claim against Landlord made by any succeeding tenant founded on or resulting from such delay and losses to recover all damages. Any such holdover shall be deemed Landlord due to be a tenancy at sufferance and not a tenancy at will or tenancy from month lost opportunities to month. In no event shall lease any holdover be deemed a permitted extension or renewal portion of the Term, and nothing contained herein shall be construed to constitute Sublessor’s consent Premises to any holdover such succeeding tenant, together with, in each case, reasonable attorneys’ fees and costs. The foregoing indemnity shall survive the expiration or to give Sublessee any right with respect theretoearlier termination of this Lease.

Holdover. If Sublessee fails vacant and exclusive possession of the Subleased Premises is not surrendered to Sublandlord on the expiration or earlier termination of this Sublease, Sublandlord shall be entitled to immediately by legal proceedings to reenter the Subleased Premises and dispossess Subtenant (and/or any person claiming by, through or under Subtenant). In the event of any such holding over, Subtenant shall pay as holdover rent or use and occupancy for each month (or portion thereof) of the holdover tenancy (a) for the first month of such holdover, 125%, and thereafter, 150% of the Fixed Rent payable during the last month of the Term and (b) 100% of Additional Rent on account of Operating Expenses and Taxes that would then be payable by Subtenant under this Sublease had the Term not expired, subject to all of the other terms of this Sublease insofar as the same are applicable to such holdover tenancy. The acceptance of any such use and occupancy payment paid by Subtenant pursuant to this Section 19 shall in no event preclude Sublandlord from commencing and prosecuting a holdover or summary eviction proceeding and the provisions of this Section 19 shall be deemed to be an “agreement expressly providing otherwise” within the meaning of Section 232-c of the Real Property Law of the State of New York and any successor or similar law of like import. In addition, Subtenant shall indemnify and shall save Sublandlord harmless from and against all actual costs, claims, loss or liability resulting from the failure of Subtenant to surrender the Subleased Premises on the Expiration Date or any portion thereof at sooner termination of the Sublease, including, without limitation, if Subtenant holds over beyond the expiration or earlier termination of the TermPrime Lease, then it any amounts payable by Sublandlord to Prime Landlord pursuant to Article 20 of the Prime Lease or under any indemnity contained in the Prime Lease (“Prime Lease Holdover Payments”), provided that, excluding Subtenant’s liability for Prime Lease Holdover Payments (for which the following 90-day limitation will not apply), Subtenant shall not be conclusively presumed that the value liable to Sublessee Sublandlord under this sentence unless Subtenant holds over for more than ninety (90) days. Nothing contained in this Section 19 shall (i) imply any right of remaining Subtenant to remain in possession, and the loss that will be suffered by Sublessor as a result thereof, far exceed the Rent and additional rent that would have been payable had the Term continued during such holdover period. Therefore, if Sublessee (or anyone claiming through Sublessee) does not immediately surrender the Subleased Premises after the termination of this Sublease without the execution of a new lease, (ii) imply any obligation of Sublandlord to grant a new lease or (iii) be construed to limit any portion thereof upon right or remedy that Sublandlord has against Subtenant as a holdover tenant or trespasser. The provisions of this Section 19 shall survive the expiration or earlier termination of the Term, then the rent payable by Sublessee shall be increased to two (2) times then-applicable base rent for the Subleased Premises as set forth in the Prime Lease. Such rent shall be computed by Sublessor and paid by Sublessee 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 Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision of this Sublease, Sublessor’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and 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 Term, and nothing contained herein shall be construed to constitute Sublessor’s consent to any holdover or to give Sublessee any right with respect thereto.

Holdover. Notwithstanding anything herein to the contrary, on or prior to the Expiration Date, Subtenant shall surrender the Subleased Premises to Sublandlord in accordance with the terms of this Sublease. If Sublessee Subtenant fails to vacate and surrender the Subleased Premises or otherwise holds over after the Expiration Date of this Sublease without the express written consent of Sublandlord, Subtenant shall become a tenant of sufferance only, and shall be required to pay to Sublandlord the amount equal to the greater of (i) the amount set forth in Section 16 of the Prime Lease as it applies to the Subleased Premises and (ii) any costs incurred by Sublandlord due to Subtenant’s holding over in the Subleased Premises. If Subtenant fails to surrender the Subleased Premises in the condition required hereunder on or before the Expiration Date, Subtenant shall indemnify and hold Sublandlord and all Sublandlord Indemnitees harmless from all loss or liability, including without limitation, any claim made by Prime Landlord or any portion thereof at the expiration or earlier termination of the Term, then it will be conclusively presumed that the value successor tenant resulting from Subtenant’s failure to Sublessee of remaining in possession, and the loss that will be suffered by Sublessor as a result thereof, far exceed the Rent and additional rent that would have been payable had the Term continued during such holdover period. Therefore, if Sublessee (or anyone claiming through Sublessee) does not immediately surrender the Subleased Premises, and any reasonable attorneys’ fees and costs incurred by Sublandlord. Subtenant understands and agrees that Subtenant shall be liable for any and all obligations of Sublandlord under the Prime Lease for the entire Premises or any portion thereof upon to the expiration or earlier termination extent such obligations are caused by Subtenant’s holding over. No holding-over by Subtenant, nor the payment to Sublandlord of the Termamounts specified above, then shall operate to extend the rent payable by Sublessee Term hereof. Nothing herein contained shall be increased deemed to two (2) times then-applicable base rent for permit Subtenant to retain possession of the Subleased Premises as set forth in after the Prime Lease. Such rent shall be computed by Sublessor and paid by Sublessee 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 Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision Expiration Date or sooner termination of this Sublease, Sublessor’s and no acceptance by Sublandlord of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and to recover all damages. Any such holdover payments from Subtenant after the Expiration Date or sooner termination of this Sublease 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 other than on account of the Term, and nothing contained herein shall amount to be construed to constitute Sublessor’s consent to any holdover or to give Sublessee any right with respect theretopaid by Subtenant.

Holdover. If Sublessee fails to surrender Tenant shall, without the Subleased Premises or any portion thereof at written consent of Landlord, hold over after the expiration or earlier termination of the Lease Term, then it will be conclusively presumed that the value to Sublessee of remaining in possession, and the loss that will be suffered by Sublessor as a result thereof, far exceed the Rent and additional rent that would have been payable had the Term continued during such holdover period. Therefore, if Sublessee (or anyone claiming through Sublessee) does not immediately surrender the Subleased Premises or any portion thereof upon the expiration or earlier termination of the Term, then the rent payable by Sublessee shall be increased to two (2) times then-applicable base rent for the Subleased Premises as set forth in the Prime Lease. Such rent shall be computed by Sublessor and paid by Sublessee 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 Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision of this Sublease, Sublessor’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and to recover all damages. Any such holdover Tenant shall be deemed a tenant at sufferance, which tenancy may be terminated as provided by applicable state law. During any holdover tenancy (whether or not consented to by Landlord), unless Landlord has otherwise agreed in writing, Tenant agrees to pay to Landlord, a per diem occupancy charge equal to one hundred one hundred fifty percent (150%) of the per diem Base Rent as was in effect under this Lease for the last month of the Lease Term, plus all Additional Rent payable hereunder. Such payments shall be a tenancy at sufferance made within five (5) days after Landlord’s demand, and not a tenancy at will or tenancy from in no event less often than once per month to month(in advance). In no the case of a holdover which has been consented to by Landlord, unless otherwise agreed to in writing by Landlord and Tenant, Tenant shall give to Landlord thirty (30) days prior written notice of any intention to quit the Premises, and Tenant shall be entitled to thirty (30) days prior written notice to quit the Premises, except in the event shall of non-payment of Base Rent or Additional Rent in advance or the breach of any holdover be deemed other covenant or the existence of a permitted extension or renewal Default. Upon expiration of the TermLease Term as provided herein, Tenant shall not be entitled to any notice to quit, the usual notice to quit being hereby expressly waived under such circumstances, and nothing contained herein Tenant shall be construed to constitute Sublessor’s consent to any holdover or to give Sublessee any right with respect theretosurrender the Premises on the last day of the Lease Term as provided in Section 26, above.

Holdover. Tenant shall surrender possession of the Premises immediately after the expiration of the Lease term or termination of the Lease. If Sublessee fails to surrender the Subleased Premises Tenant or any portion thereof at anyone claiming under Tenant holds over after the expiration or earlier termination of the Termterm hereof without the express written consent of Landlord, then it will be conclusively presumed that Tenant shall (a) become a tenant at sufferance only at the value to Sublessee greater of remaining in possession, and (i) two hundred percent (200%) of the loss that will be suffered by Sublessor as a result thereof, far exceed the Basic Annual Rent and additional Additional Rent then in effect, or (ii) two hundred percent (200%) of the then current market rent that would have been payable had in the Term continued during such holdover period. Therefore, if Sublessee Building (or anyone claiming through SublesseeBasic Annual Rent and Additional Rent) does not immediately surrender the Subleased Premises or any portion thereof by reference to recent comparable transactions entered into by Landlord and otherwise upon the terms, covenants and conditions herein specified, so far as applicable, (b) pay all damages sustained by Landlord by reason of such holding over and (c) indemnify, defend and hold Landlord harmless from and against any loss or liability resulting from such holding over, including, but not limited to, any amounts required to be paid to any tenant or prospective tenant who was to have occupied the Premises after said termination or expiration and any related attorneys' fees and brokerage commissions. Acceptance by Landlord of rent after such expiration or earlier termination shall not constitute a consent to a holdover hereunder, but shall create only a month-to-month tenancy terminable at the end of any calendar month by not less than ten (10) days written notice given by either party to the other party. Further, no payment of money by Tenant to Landlord after the termination of this Lease by Landlord, or after the giving of any notice of termination to Tenant by Landlord which Landlord is entitled to give Tenant under this Lease, shall reinstate, continue or extend the term of this Lease or shall affect any such notice given to Tenant prior to the payment of such money, it being agreed that after the service of such notice or the commencement of any suit by Landlord to obtain possession of the TermPremises, then Landlord may receive and collect when due any and all payments owed by Tenant under the rent payable Lease, and otherwise exercise its rights and remedies. The making of any such payments by Sublessee shall be increased to two (2) times then-applicable base rent for the Subleased Premises as set forth in the Prime Lease. Such rent shall be computed by Sublessor and paid by Sublessee 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 Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision of this Sublease, Sublessor’s acceptance of such rent Tenant shall not waive such notice, or in any manner adversely affect Sublessor’s any pending suit or judgment obtained. The foregoing provisions of this Paragraph are in addition to and do not affect Landlord's right of re-entry or any other rights and remedies, including Sublessor’s right to evict Sublessee and to recover all damages. Any such holdover shall be deemed to be a tenancy at sufferance and not a tenancy at will of Landlord hereunder or tenancy from month to month. In no event shall any holdover be deemed a permitted extension or renewal of the Term, and nothing contained herein shall be construed to constitute Sublessor’s consent to any holdover or to give Sublessee any right with respect theretoas otherwise provided by law.

Holdover. If Sublessee fails Section 20 of the Third Amendment (entitled, “Holdover Rent”) is hereby amended by deleting the language added to surrender Article Thirteen of the Subleased Premises or Original Lease thereunder, and by substituting the following language therefor: “In addition to and without limiting any portion thereof other rights and remedies which Landlord may have on account of such holding over by Tenant, Tenant shall indemnify Landlord from and against any and all actual damages suffered by Landlord on account of such holding over by Tenant, including any damages and claims by tenants entitled to future possession, subject to the further conditions set forth in this Article Thirteen. Upon Tenant's written request, made at any time within the expiration or earlier termination last nine (9) months of the Term, Landlord shall notify Tenant, within five (5) business days after Landlord’s receipt of such written request, of any then it will be conclusively presumed that current or proposed leasing agreements relative to the value to Sublessee of remaining in possession, and the loss that will be suffered by Sublessor as a result thereof, far exceed the Rent and additional rent that would have been payable had the Term continued during such holdover period. Therefore, if Sublessee Premises (or anyone claiming through Sublessee) does not immediately surrender the Subleased Premises or any portion thereof upon thereof) for a term commencing following the termination of this Lease, which may give rise to indemnification obligations of Tenant pursuant to this Article Thirteen (the “Affected Agreements”). Tenant shall not be obligated to indemnify Landlord for Landlord’s consequential damages unless (i) such holdover continues for more than thirty (30) days, and (ii) Landlord has given Tenant not less than thirty (30) days’ prior notice of any potential Affected Agreements that may give rise to such indemnification obligations of Tenant. No occupancy by Tenant after the expiration or earlier other termination of the Term, then the rent payable by Sublessee this Lease shall be increased construed to two (2) times then-applicable base rent for the Subleased Premises as set forth in the Prime Lease. Such rent shall be computed by Sublessor and paid by Sublessee 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 Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision of this Sublease, Sublessor’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and 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 extend the Term, and nothing contained herein Tenant’s continued occupancy of the Premises shall be construed as a tenancy at sufferance. The provisions of this Article Thirteen shall not be deemed to limit or constitute Sublessor’s consent to a waiver of any holdover rights or to give Sublessee any right with respect theretoremedies of Landlord as provided herein or at law or equity.”

Holdover. If Sublessee fails to surrender Tenant (or anyone claiming through Tenant) shall remain in occupancy of the Subleased Premises or any portion part thereof at after the expiration or earlier termination of the TermTerm (without a written agreement therefor executed and delivered by Landlord), then it will be conclusively presumed that then, without limiting Landlord’s other rights and remedies, the value to Sublessee of person remaining in possessionpossession shall be deemed a tenant at sufferance, and Tenant shall thereafter pay to Landlord monthly rent (pro-rated for such portion of any partial month as Tenant shall remain in possession) at a rate equal to 125% for up to the loss that will be suffered by Sublessor as a result thereof, far exceed the Rent and additional rent that would have been payable had the Term continued during first thirty (30) days of such holdover period(and 150% for any holdover period thereafter) of the greater of (a) the Base Rent applicable to the Premises during the last monthly period immediately preceding such expiration or termination or (b) the fair market rent for the Premises (on a so-called “triple net” basis), in each case with all Additional Rent also payable as provided in this Lease. Therefore, if Sublessee (The foregoing provisions shall not serve as permission for Tenant or anyone claiming through Sublessee) does not immediately by, through, or under Tenant to holdover, nor serve to extend the Term (although Tenant shall remain bound to comply with all provisions of this Lease until Tenant vacates the Premises), and Landlord shall have the right at any time after the expiration or earlier termination of this Lease to enter and possess the Premises and remove all property and persons therefrom or to require Tenant to surrender possession of the Subleased Premises or any portion thereof as provided in this Lease upon the expiration or earlier termination of the Term. If, then within forty (45) days after the rent payable by Sublessee shall be increased expiration or earlier termination of this Lease, Tenant fails to two (2) times then-applicable base rent for vacate and surrender the Subleased Premises as set forth in required under this Lease, Tenant shall indemnify, defend and hold harmless Landlord from all costs, loss, expense or liability arising from such failure, including, without limitation, claims made by any succeeding tenant and real estate brokers’ claims and attorneys’ fees. No acceptance by Landlord of any Rent during or for any period following the Prime Lease. Such rent shall be computed by Sublessor and paid by Sublessee 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 Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision expiration or termination of this Sublease, Sublessor’s acceptance of such rent Lease shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and to recover all damages. Any such holdover shall operate or 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 construed as an extension or renewal of this Lease. The provisions of this Section 14.8 shall survive the Term, and nothing contained herein shall be construed to constitute Sublessor’s consent to any holdover termination or to give Sublessee any right with respect theretoearlier expiration of this Lease.

Holdover. If Sublessee fails Tenant with Landlord’s consent remains in possession of the Premises after expiration of the Term or after the date in any notice given by Landlord to surrender Tenant terminating this Lease, such possession by Tenant shall be deemed to be a month to month tenancy cancelable by either party on thirty (30) days written notice given at any time by either party and all provisions of this Lease, except those pertaining to Term, renewal options and Base Rent, shall apply and Tenant shall thereafter pay monthly Base Rent computed on a per month basis, for each month or part thereof (without reduction for any partial month) that Tenant remains in possession, in an amount equal to the Subleased Premises or any portion thereof at Base Rent that was in effect for the last full calendar month immediately preceding expiration of the Term. If Tenant holds over after the expiration or earlier termination of the TermTerm hereof, then it will be conclusively presumed without the consent of Landlord, Tenant shall become a Tenant at sufferance only with a continuing obligation to pay Rent provided that the value to Sublessee Base Rent shall be one hundred fifty percent (150%) of remaining the Base Rent that was in effect for the last full calendar month immediately preceding expiration of the Term. In any such case of Holdover without the consent of Landlord, the monthly Base Rent shall be computed on a per month basis, for each month or part thereof (without reduction for any partial month) that Tenant remains in possession, and the loss that will be suffered . Acceptance by Sublessor as a result thereof, far exceed the Landlord of Rent and additional rent that would have been payable had the Term continued during such holdover period. Therefore, if Sublessee (or anyone claiming through Sublessee) does not immediately surrender the Subleased Premises or any portion thereof upon the after expiration or earlier termination of the TermTerm shall not constitute a consent to a holdover hereunder or result in a renewal. The foregoing provisions of this ¶27 are in addition to and do not affect Landlord’s right of re-entry or any rights of Landlord hereunder or as otherwise provided by law. If Tenant fails to surrender the Premises upon the expiration of this Lease despite demand to do so by Landlord, then the rent payable by Sublessee Tenant shall be increased to two (2) times then-applicable base rent for the Subleased Premises as set forth in the Prime Lease. Such rent shall be computed by Sublessor indemnify and paid by Sublessee on a monthly basis and shall be payable on the first day hold Landlord harmless from all loss or liability arising out of such holdover period and the first day of each calendar month thereafter during failure, including without limitation, any claim made by any succeeding tenant founded on or resulting from such holdover period until the Subleased Premises have been vacatedfailure to surrender. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. No provision of this Sublease, Sublessor’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and 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 Term, and nothing contained herein ¶27 shall be construed to constitute Sublessor’s as implied consent by Landlord to any holdover holding over by Tenant. Landlord expressly reserves the right to require Tenant to surrender possession of the Premises to Landlord as provided in this Lease upon expiration or other termination of this Lease. The provisions of this ¶27 shall not be considered to give Sublessee limit or constitute a waiver of any right with respect theretoother rights or remedies of Landlord provided in this Lease or at law.

Holdover. If Sublessee Notwithstanding anything to the contrary contained in the Lease, if Subtenant fails to surrender the Subleased Sublease Premises or any portion thereof at the expiration or earlier termination of the Term, then it will be conclusively presumed that the value to Sublessee of remaining in possession, and the loss that will be suffered by Sublessor as a result thereof, far exceed the Rent and additional rent that would have been payable had the Term continued during such holdover period. Therefore, if Sublessee (or anyone claiming through Sublessee) does not immediately surrender the Subleased Premises or any portion thereof upon the termination or expiration or earlier termination of the Term, then the rent payable by Sublessee shall be increased to two (2) times then-applicable base rent for the Subleased Premises as set forth in the Prime Lease. Such rent shall be computed by Sublessor and paid by Sublessee 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 Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision of this Sublease, Sublessor’s acceptance with or without the express or implied consent of Sublandlord, Subtenant shall pay rent during such rent shall not tenancy at a monthly rate equal to the greater of (i) the amount which Landlord requires Sublandlord to pay with respect to the Premises during such tenancy pursuant to the Lease, or (ii) one hundred fifty percent (150%) of the Basic Rent and Additional Rent applicable under this Sublease during the last period of the Term and, in addition to any manner adversely affect Sublessor’s and all other liabilities of Subtenant to Sublandlord accruing therefrom and any and all other rights and remediesremedies of Sublandlord provided herein, at law, or in equity, Subtenant shall protect, defend, indemnify and hold Sublandlord harmless from all loss, cost (including reasonable attorneys’ fees) and liability resulting from such failure to surrender the Premises within thirty (30) days following the Expiration Date (except for any liability of Sublandlord to Landlord for which there will be no thirty (30) day grace period), including, without limiting the generality of the foregoing, any claims made by any succeeding tenant, or Sublandlord itself, founded upon such failure to surrender, and any losses suffered by Sublandlord (where Subtenant caused Sublandlord to default under any of the Sublandlord’s obligations) or Landlord, including Sublessor’s right loss profits. Notwithstanding the foregoing or anything to evict Sublessee the contrary herein, Subtenant acknowledges that it is responsible for removing all alterations to the Sublease Premises made by Subtenant and required, pursuant to recover all damages. Any such holdover shall be deemed the terms of the Lease, to be a tenancy removed 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 the end of the Term, and nothing contained herein shall be construed to constitute Sublessor’s consent to any holdover or to give Sublessee any right with respect thereto.

Holdover. If Sublessee fails Tenant with Landlord’s consent remains in possession of the Premises after expiration of the Term or after the date in any notice given by Landlord to surrender Tenant terminating this Lease, such possession by Tenant shall be deemed to be a month to month tenancy cancelable by either party on thirty (30) days written notice given at any time by either party and all provisions of this Lease, except those pertaining to Term, renewal options and Base Rent, shall apply and Tenant shall thereafter pay monthly Base Rent computed on a per month basis, for each month or part thereof (without reduction for any partial month) that Tenant remains in possession, in an amount equal to one hundred thirty-five percent (135%) of the Subleased Premises or any portion thereof at Base Rent that was in effect for the last full calendar month immediately preceding expiration of the Term. If Tenant holds over after the expiration or earlier termination of the TermTerm hereof, then it will be conclusively presumed without the consent of Landlord, Tenant shall become a Tenant at sufferance only with a continuing obligation to pay Rent provided that the value to Sublessee Base Rent shall be one hundred fifty percent (150%) of remaining the Base Rent that was in effect for the last full calendar month immediately preceding expiration of the Term for the first thirty (30) days of such holdover, and two hundred percent (200%) of such Base Rent thereafter during the pendency of such holdover. In any such case of Holdover without the consent of Landlord, the monthly Base Rent shall be computed on a per-month basis, for each month or part thereof (without reduction for any partial month) that Tenant remains in possession, and the loss that will be suffered . Acceptance by Sublessor as a result thereof, far exceed the Landlord of Rent and additional rent that would have been payable had the Term continued during such holdover period. Therefore, if Sublessee (or anyone claiming through Sublessee) does not immediately surrender the Subleased Premises or any portion thereof upon the after expiration or earlier termination of the TermTerm shall not constitute a consent to a holdover hereunder or result in a renewal. The foregoing provisions of this ¶27 are in addition to and do not affect Landlord’s right of re-entry or any rights of Landlord hereunder or as otherwise provided by law. If Tenant fails to surrender the Premises upon the expiration of this Lease despite demand to do so by Landlord, then the rent payable by Sublessee Tenant shall be increased to two (2) times then-applicable base rent for the Subleased Premises as set forth in the Prime Lease. Such rent shall be computed by Sublessor indemnify and paid by Sublessee on a monthly basis and shall be payable on the first day hold Landlord harmless from all loss or liability arising out of such holdover period and the first day of each calendar month thereafter during failure, including without limitation, any claim made by any succeeding tenant founded on or resulting from such holdover period until the Subleased Premises have been vacatedfailure to surrender. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. No provision of this Sublease, Sublessor’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and 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 Term, and nothing contained herein ¶27 shall be construed to constitute Sublessor’s as implied consent by Landlord to any holdover holding over by Tenant. Landlord expressly reserves the right to require Tenant to surrender possession of the Premises to Landlord as provided in this Lease upon expiration or other termination of this Lease. The provisions of this ¶27 shall not be considered to give Sublessee limit or constitute a waiver of any right with respect theretoother rights or remedies of Landlord provided in this Lease or at law.

Holdover. If Sublessee fails (a) The parties recognize that, in the case of an Early Termination, the damage to Landlord resulting from any failure by Tenant to timely surrender the Subleased Premises or any portion thereof at the expiration or earlier termination possession of the Term, then it Leased Premises will be conclusively presumed that substantial, will exceed the value to Sublessee amount of remaining in possessionthe monthly installments of the Base Rent payable hereunder, and the loss that will be suffered by Sublessor impossible to measure accurately. Tenant therefore agrees that if possession of the Leased Premises is not surrendered to Landlord in the event of Early Termination of the Agreement, in addition to any other rights or remedies Landlord may have hereunder or at law, Tenant shall pay to Landlord, as liquidated damages, for each month and for each portion of any month during which Tenant holds over in the Leased Premises after such Early Termination of the Agreement, a result thereof, far exceed sum equal to one hundred fifty percent (150%) of the aggregate of that portion of the Base Rent and additional rent (plus actual Additional Rent if any) that would have been was payable had under this Agreement during the last month of the Term continued during such holdover periodof this Agreement. Therefore, if Sublessee (or anyone claiming through Sublessee) does not immediately surrender the Subleased Premises or any portion thereof upon the expiration or earlier termination Nothing herein contained shall be deemed to permit Tenant to retain possession of the Term, then Leased Premises after such Early Termination of the rent payable by Sublessee shall be increased to two (2) times then-applicable base rent for the Subleased Premises as set forth in the Prime LeaseAgreement. Such rent shall be computed by Sublessor and paid by Sublessee 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 Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision The provisions of this SubleaseArticle shall survive after an Early Termination of this Agreement. Tenant’s occupancy subsequent to an Early Termination of this Agreement, Sublessor’s acceptance whether or not with the consent or acquiescence of such rent shall not in any manner adversely affect Sublessor’s other rights and remediesLandlord, including Sublessor’s right to evict Sublessee and to recover all damages. Any such holdover shall be deemed to be that of a tenancy tenancy-at will and in no event from month-to-month or year-to-year and it shall be subject to all terms, covenants and conditions of this Agreement applicable thereto, including, without limitation, those set forth in this Article. In the event Tenant defaults or remains in possession of the Leased Premises or any part thereof after an Early Termination of the tenancy-at-will created hereby then Tenant’s occupancy shall be deemed a tenancy-at-sufferance and not a tenancy tenancy-at-will. If Tenant shall holdover as aforesaid, and if Landlord shall desire to regain possession of the Leased Premises, then at will or tenancy any time prior to Landlord’s acceptance of any Rent from month Tenant for a specific time period, Landlord, at its option, may forthwith re-enter and take possession of the Leased Premises: (a) without process; and (b) by any legal process available in the Town of New Scotland, Albany County, New York. (b) In the event Tenant fails to monthsurrender the Leased Premises upon Early Termination of the Agreement, Tenant shall indemnify and hold Landlord harmless from all injury, loss, claims, expenses and liability, including without limitation, any claim made by any succeeding tenant and reasonable attorneys’ fees. In no event addition, Tenant shall be liable to Landlord for any holdover be deemed a permitted extension or renewal damages incurred by Landlord due to its inability to timely regain possession of the TermLeased Premises, and nothing contained herein shall including but not limited to contract damages for which Landlord might be construed liable to constitute Sublessora follow-on tenant or any economic losses, court costs, expenses or other damages including reasonable attorneys’ fees, incurred by Landlord due to Tenant’s consent failure to any holdover or to give Sublessee any right with respect theretotimely surrender possession of the Leased Premises.

Holdover. If Sublessee fails A. Tenant acknowledges that possession of the demised premises must be surrendered to surrender the Subleased Premises or any portion thereof Landlord at the expiration or earlier sooner termination of the Term, then it term of this lease. The parties recognize and agree that the damage to Landlord resulting from any failure by Tenant to timely surrender possession of the demised premises as aforesaid will be conclusively presumed that the value to Sublessee of remaining in possessionsubstantial, and the loss that will be suffered by Sublessor as a result thereof, far exceed the Rent amount of fixed minimum rent and additional rent theretofore payable hereunder, and will be impossible accurately to measure. Tenant therefore agrees that if possession of the demised premises is not surrendered to Landlord upon the expiration or sooner termination of the term of this lease, then notwithstanding anything to the contrary contained in this lease, Tenant shall pay to Landlord for each month and for each portion or any month during which Tenant holds over in the demised premises after the expiration or sooner termination of the term of this lease, for use and occupancy, the aggregate sum of (i) two times the amount of the installment of the fixed minimum rent that was payable under this lease for the last month of the term hereof, plus (ii) one-twelfth of all items of annual additional rent which would have been payable monthly pursuant to this lease had its term not expired or been terminated, plus (iii) those items of additional rent (not annual additional rent) which would have been payable monthly pursuant to this lease had its term not expired or been terminated, which aggregate sum Tenant agrees to pay to Landlord upon demand, in full without setoff, and no extension or renewal of this lease shall be deemed to have occurred by such holding over, nor shall Landlord be precluded by accepting such aggregate sum for use and occupancy from exercising all rights and remedies available to it to obtain possession of the Term continued during demised premises. Further, Tenant shall be liable to Landlord for all losses and damages which Landlord may reasonably incur or sustain by reason of such holdover period. Thereforeholding over, if Sublessee (including, but not limited to, damages incurred or anyone claiming through Sublessee) does not immediately surrender sustained by reason of Landlord's inability to timely place a new tenant in possession of the Subleased Premises or any portion thereof demised premises. B. If Tenant shall default in surrendering the demised premises upon the expiration or earlier termination of the Termterm, then Tenant's occupancy subsequent to such expiration or termination, whether or not with the rent payable by Sublessee shall be increased to two (2) times then-applicable base rent for the Subleased Premises as set forth in the Prime Lease. Such rent shall be computed by Sublessor and paid by Sublessee on a monthly basis and shall be payable on the first day consent or acquiescence of such holdover period and the first day of each calendar month thereafter during such holdover period until the Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENTLandlord, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision of this Sublease, Sublessor’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and to recover all damages. Any such holdover shall be deemed to be a tenancy at sufferance and not that of a tenancy at will or tenancy from month to month. In and in no event from month-to-month or from year-to-year, and it shall any holdover be deemed a permitted subject to all the terms, covenants and conditions of this Lease applicable thereto, except with respect to the Minimum Rent as hereinabove stated and no extension or renewal of the Term, and nothing contained herein this Lease shall be construed deemed to constitute Sublessor’s consent have occurred by such holding over. In the event Landlord shall commence proceedings to dispossess Tenant by reason of Tenant's holding over or other default, Tenant shall pay, in addition to costs and disbursements, Landlord's legal fees for each proceeding as Additional Rent hereunder. Tenant shall also be liable to Landlord for all claims made by any succeeding tenants against Landlord or otherwise resulting from the failure of Tenant to timely surrender and vacate the demised premises. Tenant hereby expressly waives all rights to redemption granted by or under any present or future laws and Tenant hereby waives any and all predicate notices to a holdover or to give Sublessee any right and Landlord may immediately proceed with respect theretoa holdover Notice of Petition and Petition.

Holdover. If Sublessee fails The parties recognize and agree that the damage to Landlord resulting from any failure by Tenant to timely peaceably and quietly leave, surrender and yield up unto Landlord the Subleased Premises or any portion thereof at in the Delivery Condition upon expiration or of other earlier termination of the Term, then it this Lease will be conclusively presumed that substantial, will exceed the value to Sublessee amount of remaining in possessionthe monthly installments of the Base Rent theretofore payable hereunder, and the loss that will be suffered by Sublessor as a result thereof, far exceed impossible to accurately measure. Tenant therefore agrees that if possession of the Rent and additional rent that would have been payable had the Term continued during such holdover period. Therefore, if Sublessee (or anyone claiming through Sublessee) does Premises is not immediately surrender the Subleased Premises or any portion thereof surrendered to Landlord upon the expiration or earlier termination of the TermTerm (as the same may be extended by Tenant pursuant to the provisions of Article 33 hereof), then then, in addition to any other rights or remedies Landlord may have hereunder or at law, Tenant shall (a) pay to Landlord for each month (and for each portion of any month) during which Tenant holds over in the rent payable by Sublessee shall be increased Premises after the expiration of earlier termination of this Lease, a sum equal to (i) two (2) times then-applicable base rent the Base Rent paid during the initial Term for the Subleased Premises this Lease (as set forth in Article 2 hereof), plus (ii) all Impositions and other additional rent payable by Tenant pursuant to the Prime Lease. Such rent shall be computed by Sublessor terms of this Lease and paid by Sublessee on a monthly basis and shall be payable on the first day of (b) if such holdover period shall continue beyond the date which is one hundred and eighty (180) days after the first day date of each calendar month thereafter during expiration or sooner termination of the Term (as the same may be extended by Tenant pursuant to the provisions of Article 33 hereof), 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”) pursuant to a lease executed and delivered between Landlord and such holdover period until New Tenant (such lease, a “New Tenant Lease”) by reason of the Subleased late delivery of space to the New Tenant as a result of Tenant’s holding over in the Premises have been vacated. Notwithstanding or in order to induce such New Tenant not to terminate its New Tenant Lease by reason of the holding over by Tenant in the Premises, (ii) the loss of the benefit of the bargain if any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENTNew Tenant shall terminate its New Tenant Lease by reason of the holding over by Tenant in the Premises and (iii) any claim for damages by any New Tenant (provided, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision that the maximum liability of this Sublease, Sublessor’s acceptance of such rent Tenant under the foregoing clause (b) shall not in exceed ten million dollars ($10,000,000) under any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and to recover all damagescircumstances). Any such holdover Nothing herein contained shall be deemed to be permit Tenant to retain possession of the Premises after the Expiration Date or earlier termination of this Lease. The acceptance by Landlord of any payments from Tenant after the expiration or earlier termination of this Lease shall not preclude Landlord from commencing and prosecuting a tenancy at sufferance and not a tenancy at will holdover or tenancy from month to month. In no event summary eviction proceeding (such being an “agreement expressly providing otherwise” within the meaning of Section 232-c of the Real Property Law of the State of New York), nor shall any holdover such acceptance be deemed a permitted extension or renewal anything other than on acceptance of payment on account of the Termamounts to be paid by Tenant in accordance with the provisions of this Section. Tenant expressly waives, for itself and nothing contained herein shall be construed to constitute Sublessor’s consent to for any person claiming through or under Tenant, any rights which Tenant or any such person may have under the provisions of Section 2201 of the New York Civil Practice Law and Rules and of any successor law of like import then in force in connection with any holdover summary proceedings which Landlord may institute to enforce the foregoing provisions of this Article 34. Tenant’s liabilities and obligations under this Article 34 shall survive the Expiration Date or to give Sublessee any right with respect theretosooner termination of the term of this Lease.

Holdover. If Sublessee fails Tenant understands that it does not have the right to surrender hold over at any time. Tenant will, on or before the Subleased Premises Expiration Date or earlier termination of this Lease, yield up immediate possession to Landlord with all repairs and maintenance required herein to be performed by Tenant completed. Notwithstanding the foregoing, Tenant shall have the right to hold over for a period of 90 days after the Expiration Date, and all of the other terms and provisions of this Lease shall be applicable during that period, except that Tenant shall pay, in addition to all Additional Rent, Base Rent in an amount equal to 125% of the Base Rent in effect on the Expiration Date. After such initial 90-day holdover period, unless the parties hereto otherwise agree in writing on the terms of such holding over, the holdover tenancy shall be subject to termination by Landlord at any portion thereof time upon not less than five days advance written notice, or by Tenant at any time upon not less than 30 days advance written notice, and all of the expiration other terms and provisions of this Lease shall be applicable during that period, except that Tenant shall pay Landlord from time to time, upon demand, as Base Rent for the period of any holdover, in addition to all Additional Rent for such period which would otherwise be required to be paid by Tenant during the Term hereof, an amount equal to 150% of the Base Rent in effect on the Expiration Date or the date or earlier termination of the TermLease. Tenant shall pay all amounts due under this Section 0 to Landlord, then it will upon demand, together with interest thereon at the Default Rate from the date of such demand until fully paid. Notwithstanding anything herein to the contrary, no holdover by Tenant, whether with or without consent of Landlord, shall operate to extend this Lease. The preceding provisions of this Section 0 shall not be conclusively presumed that the value construed as consent for Tenant to Sublessee of remaining in possessionhold over, and the loss that will be suffered by Sublessor as a result thereof, far exceed the Rent Landlord may exercise any and additional rent that would have been payable had the Term continued during such holdover period. Therefore, if Sublessee (all remedies at law or anyone claiming through Sublessee) does not immediately surrender the Subleased Premises or any portion thereof upon the expiration or earlier termination in equity to recover possession of the TermPremises, then the rent payable as well as any damages incurred by Sublessee shall be increased Landlord due to two (2) times then-applicable base rent for the Subleased Premises as set forth in the Prime Lease. Such rent shall be computed by Sublessor Tenant’s failure to vacate and paid by Sublessee 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 Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision of this Sublease, Sublessor’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and 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 deliver possession of the Term, and nothing contained herein shall be construed Premises to constitute Sublessor’s consent to any holdover or to give Sublessee any right with respect theretoLandlord as provided herein.

Holdover. If Sublessee fails to surrender the Subleased Premises or any portion thereof at Tenant holds over after the expiration or earlier termination of the Lease Term, then it will with the express written consent of Landlord, such tenancy shall be conclusively presumed that the value to Sublessee of remaining in possessionfrom month-to-month only, and shall not constitute a renewal hereof or an extension for any further term, and in such case Monthly Base Rent shall be payable at a monthly rate of two hundred percent (200%) thereafter of the loss that will Monthly Base Rent applicable during the last rental period of the Lease Term under this Lease. Such month-to-month tenancy shall be suffered by Sublessor subject to every other applicable term, covenant and agreement contained herein. If Tenant holds over after the expiration of the Lease Term without the express written consent of Landlord, such tenancy shall be a tenancy at sufferance, and shall not constitute a renewal hereof or an extension for any further term, and in such case daily damages in any action to recover possession of the Premises shall be calculated at a daily rate equal to the greater of (i) two hundred percent (200%) of the Monthly Base Rent applicable during the last rental period of the Lease Term under this Lease (calculated on a per diem basis) or (ii) the fair market rental rate for the Premises as a result thereof, far exceed of the Rent and additional rent that would have been payable had the Term continued during commencement of such holdover period. ThereforeNothing contained in this Article 26 shall be construed as consent by Landlord to any holding over by Tenant, if Sublessee (or anyone claiming through Sublessee) does not immediately surrender and Landlord expressly reserves the Subleased right to require Tenant to vacate and deliver possession of the Premises or any portion thereof to Landlord as provided in this Lease upon the expiration or earlier other termination of the Termthis Lease. The provisions of this Article 26 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, then the rent payable by Sublessee shall be increased to two (2) times then-applicable base and tenders payment of rent for any period beyond the Subleased Premises as set forth in expiration of the Prime Lease. Such rent shall be computed Lease Term by Sublessor way of check (whether directly to Landlord, its agents, or to a lock box) or wire transfer, Tenant acknowledges and paid by Sublessee on a monthly basis and shall be payable on agrees that the first day cashing of such holdover period and the first day of each calendar month thereafter during such holdover period until the Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision of this Sublease, Sublessor’s check or acceptance of such rent 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 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 failure to vacate and deliver, and any losses suffered by Landlord, including lost profits, resulting from such failure to vacate and deliver; provided, however, the terms of the foregoing indemnity shall not in be effective until the date which occurs thirty (30) days after the termination or expiration of this Lease. Tenant agrees that any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and proceedings necessary to recover all damages. Any such holdover possession of the Premises, whether before or after expiration of the Lease Term, shall be deemed considered an action 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 enforce the terms of this Lease for purposes of the Term, and nothing contained herein shall be construed to constitute Sublessorawarding of any attorney’s consent to any holdover or to give Sublessee any right with respect theretofees in connection therewith."

Holdover. If Sublessee fails to surrender the Subleased Premises or any portion thereof at Tenant holds over in possession after the expiration or earlier sooner termination of the Termoriginal term or of any extended term of this Lease, then it will such holding over shall not be conclusively presumed deemed to extend the term or renew the Lease, 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) 1/12 of the highest annual rent rate set forth on page one of this Lease, times 2.5, plus; (b) 1/12 of the net increase, if any, in annual fixed rental due solely to increases in the cost of the value of electric service furnished to Sublessee the premises in effect on the last day of remaining in possessionthe term of the Lease, and the loss that will be suffered by Sublessor as a result thereofplus; (c) 1/12 of all other items of annual additional rental, far exceed the Rent and which annual additional rent that rental would have been payable pursuant to this Lease had this lease not expired, plus; (d) those other items of additional rent (not annual additional rent) which would have been payable monthly pursuant to this Lease, had this lease not expired, which total sum Tenant agrees to pay to Landlord promptly upon demand, in full, without set-off or deduction. Neither the Term continued during such holdover period. Therefore, if Sublessee (or anyone claiming through Sublessee) does not immediately surrender billing nor the Subleased collection of use and occupancy in the above amount shall be deemed a waiver of any right of Landlord to collect damages for Tenant's failure to vacate the Demised Premises or any portion thereof upon after the expiration or earlier sooner termination of the Term, then the rent payable by Sublessee shall be increased to two (2) times then-applicable base rent for the Subleased Premises as set forth in the Prime Lease. Such rent shall be computed by Sublessor and paid by Sublessee 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 Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision this Lease The aforesaid provisions of this Sublease, Sublessor’s acceptance Article shall survive the expiration or sooner termination of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and 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 Term, and nothing contained herein shall be construed to constitute Sublessor’s consent to any holdover or to give Sublessee any right with respect theretothis Lease.

Holdover. If Sublessee fails In the event this lease is not renewed and the Tenant has failed to surrender vacate the Subleased Premises premises prior to the eleventh anniversary of the Commencement Date of the Lease, or the sixteenth anniversary date of the Commencement Date of the Lease if the first five year option is exercised or the twenty first anniversary date of the Commencement Date of the Lease if the second option is exercised, then the Tenant agrees to pay the Landlord double the monthly rent then applicable for each month or portion thereof that Tenant retains possession of the premises or any portion thereof at thereof, after the expiration or earlier termination of the Termthis Lease and shall also pay all damages sustained by Landlord by reason of such retention of possession. In addition, then it Tenant will be conclusively presumed that the value to Sublessee also pay those other items of remaining in possession, and the loss that will be suffered by Sublessor as a result thereof, far exceed the Rent and additional rent that which would have been payable monthly pursuant to this Lease, had this Lease not expired. The provisions of this section shall not constitute a waiver by Landlord of any reentry rights of Landlord pursuant to other provisions contained herein or as provided by law. At the Term continued 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 terms and conditions herein set forth at triple the then current monthly rent. In the event the Landlord does not exercise said option, then as previously set forth, the Tenant shall pay the Landlord triple the then monthly rent during such the holdover period. Therefore, if Sublessee (or anyone claiming through Sublessee) does not immediately surrender the Subleased Premises or any portion thereof upon the expiration or earlier termination of the Term, then the rent payable by Sublessee shall be increased to two (2) times then-applicable base rent for the Subleased Premises as set forth in the Prime Lease. Such rent shall be computed by Sublessor and paid by Sublessee 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 Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision of this Sublease, Sublessor’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and 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 Term, and nothing contained herein shall be construed to constitute Sublessor’s consent to any holdover or to give Sublessee any right with respect thereto.

Holdover. (a) If Sublessee fails to surrender the Subleased Premises or any portion thereof at Tenant shall hold over after the expiration or earlier sooner termination of the Term, then it will be conclusively presumed that the value to Sublessee term of remaining in possessionthis Lease, and if Landlord shall then not proceed to remove Tenant from the loss that will be suffered Premises in the manner permitted by Sublessor as a result thereof, far exceed the Rent and additional rent that would have been payable had the Term continued during such holdover period. Therefore, if Sublessee law (or anyone claiming through Sublesseeshall not have given written notice to Tenant that Tenant must vacate the Premises) does irrespective of whether or not immediately surrender Landlord accepts rent from Tenant for a period beyond the Subleased Expiration Date, the parties hereby agree that Tenant’s occupancy of the Premises or any portion thereof upon after the expiration or earlier sooner termination of the Termterm shall be under a month-to-month tenancy commencing on the first day after the expiration or sooner termination of the term, then which tenancy shall be upon all of the rent terms set forth in this Lease except that Tenant shall pay on the first day of each month of the holdover period as Fixed Rent, an amount equal to one and one-half (1 ½) times one-twelfth of the sum of the Fixed Rent and Additional Charges payable by Sublessee shall be increased to Tenant during the last year of the term of this Lease for the first thirty (30) days Tenant holds over and thereafter two (2) times then-applicable base rent such sum. It is stipulated and agreed that Landlord shall not be required to perform any work, furnish any materials or make any repairs within the Premises during the holdover period. It is further stipulated and agreed that if Landlord shall, at any time after the expiration or sooner termination of the term, proceed to remove Tenant from the Premises as a holdover, the Fixed Rent for the Subleased use and occupancy of the Premises during any holdover period shall be calculated in the same manner as set forth in above. In addition to the Prime Lease. Such rent foregoing, Landlord shall be computed by Sublessor and entitled to recover from Tenant any losses or damages arising from such holdover. (b) Anything to the contrary notwithstanding, the acceptance of any rent paid by Sublessee on Tenant pursuant to Article 40(a) above shall not preclude Landlord from commencing and prosecuting a monthly basis and shall be payable on the first day of such holdover period or summary eviction proceeding, and the first day of each calendar month thereafter during such holdover period until the Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision of this Sublease, Sublessor’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and to recover all damages. Any such holdover preceding sentence 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 an “agreement expressly providing otherwise” within the meaning of Section 232-c of the TermReal Property Law of the State of New York. (c) If Tenant shall hold-over or remain in possession of any portion of the Premises beyond the Expiration Date, and nothing contained herein Tenant shall be construed subject not only to constitute Sublessor’s consent summary proceeding and all damages related thereto, but also to any holdover damages arising out of any lost opportunities (and/or new leases) by Landlord to re-let the Premises (or any part thereof). All damages to give Sublessee Landlord by reason of such holding over by Tenant may be the subject of a separate action and need not be asserted by Landlord in any right with respect theretosummary proceedings against Tenant.

Holdover. If Sublessee fails Subtenant acknowledges that it is critical that Subtenant -------- surrender the Subleased Premises on or before the Expiration Date in accordance with the terms of this Sublease. Accordingly, Subtenant shall indemnify, defend and hold harmless Sublandlord from and against any and all losses, costs, claims, liabilities and damages resulting from Subtenant's failure to surrender the Subleased Premises on the Expiration Date in the condition required under the terms of this Sublease (including, without limitation, any and all liability or any portion thereof at damages sustained by Sublandlord as a result of a holdover of the Subleased Premises by Sublandlord occasioned by the holdover of the Subleased Premises by Subtenant). The foregoing indemnity shall survive the expiration or earlier sooner termination of the Term, then it will be conclusively presumed that the value this Sublease. Subtenant has no right to Sublessee retain possession of remaining in possession, and the loss that will be suffered by Sublessor as a result thereof, far exceed the Rent and additional rent that would have been payable had the Term continued during such holdover period. Therefore, if Sublessee (or anyone claiming through Sublessee) does not immediately surrender the Subleased Premises or any portion part thereof upon beyond the expiration Expiration Date or earlier sooner termination of the Term, then the rent payable by Sublessee shall be increased to two (2) times then-applicable base rent for this Sublease. If Subtenant remains in possession of the Subleased Premises as set forth in or any part thereof after the Prime Lease. Such rent shall be computed by Sublessor and paid by Sublessee 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 Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision Expiration Date or sooner termination of this Sublease, Sublessor’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and to recover all damages. Any such holdover occupancy shall be deemed to be a tenancy tenancy-at-sufferance at sufferance and not a tenancy at will the Base Rent in effect during the month immediately preceding the expiration or tenancy from month to month. In no event shall any holdover be deemed a permitted extension or renewal of the Termtermination, together with all other sums comprising Rent hereunder, and nothing otherwise subject to all the provisions of this Sublease. Nothing contained herein shall be construed to constitute Sublessor’s as consent by Sublandlord to any holdover holding over by Subtenant or to give Sublessee any right with respect theretoas a limitation of Subtenant's rights and remedies should Subtenant hold over.

Holdover. If Sublessee fails Tenant maintains possession of the Premises for any period after the termination of this Lease ("Holdover Period"), Tenant shall pay to surrender Landlord lease payment(s) during the Subleased Holdover Period at a rate equal to 150% of the most recent rate preceding the Holdover Period. Such holdover shall constitute a month-to-month extension of this Lease. CUMULATIVE RIGHTS. The rights of the parties under this Lease are cumulative, and shall not be construed as exclusive unless otherwise required by law. NON-SUFFICIENT FUNDS. Tenant shall be charged the maximum amount allowable under applicable law for each check that is returned to Landlord for lack of sufficient funds. REMODELING OR STRUCTURAL IMPROVEMENTS. Tenant shall have the obligation to conduct any construction or remodeling, at Tenant's expense, that may be required to use the Premises as specified above. Tenant may also construct such fixtures on the Premises, at Tenant's expense, that appropriately facilitate its use for such purposes. Such construction shall be undertaken and such fixtures may be erected only with the prior written consent of Landlord, which shall not be unreasonably withheld. At the end of the lease term, Tenant shall be entitled to remove, or any portion thereof at the expiration or earlier termination request of Landlord, shall remove such fixtures, and shall restore the Premises to substantially the same condition of the TermPremises at the commencement of this Lease. ACCESS BY LANDLORD TO PREMISES. Subject to Tenant's consent, then it will which shall not be conclusively presumed that unreasonably withheld, Landlord shall have the value right to Sublessee of remaining in possessionenter the Premises to make inspections, and provide necessary services, or show the loss that will be suffered by Sublessor as a result thereofunit to prospective buyers, far exceed the Rent and additional rent that would have been payable had the Term continued during such holdover periodmortgagees, tenants or workers. ThereforeHowever, if Sublessee (or anyone claiming through Sublessee) ▇▇▇▇▇▇▇▇ does not immediately surrender assume any liability for the Subleased Premises care or any portion thereof upon the expiration or earlier termination supervision of the TermPremises. As provided by law, then the rent payable by Sublessee shall be increased to two (2) times then-applicable base rent for the Subleased Premises as set forth in the Prime Leasecase of an emergency, Landlord may enter the Premises without Tenant's consent. Such rent shall be computed by Sublessor and paid by Sublessee 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 Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision of this Sublease, Sublessor’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and 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 Term, and nothing contained herein shall be construed to constitute Sublessor’s consent to any holdover or to give Sublessee any right with respect theretoDANGEROUS MATERIALS.

Holdover. If Sublessee fails Tenant remains in the Premises after the termination or expiration of the Term, such holding over shall be, except as Landlord may elect pursuant to surrender the Subleased next sentence, as a tenant at sufferance at a monthly fixed rent (“Holdover Rent”) equal to (a) for the first sixty (60) days of such holdover, the greater of one hundred fifty percent (150%) of the Annual Fixed Rent due hereunder for the last month of the Term or one hundred fifty percent (150%) of the rent being obtained by Landlord for comparable space in Phase 2 at the time of the termination or expiration of the Term, and (b) thereafter, the greater of twice the Annual Fixed Rent due hereunder for the last month of the Term or twice the rent being obtained by Landlord for comparable space in Phase 2 at the time of the termination or expiration of the Term, and otherwise subject to all the covenants and conditions (including obligations to pay additional charges under Section 2.6) of this Lease as though it had originally been a monthly tenancy. Notwithstanding the foregoing, if Landlord desires to regain possession of the Premises at any time after the termination or expiration of the Term hereof, Landlord may, at its option, forthwith re-enter and take possession of the Premises or any portion part thereof at without process or by any legal process in force in The Commonwealth of Massachusetts. Notwithstanding the establishment of any holdover tenancy following the expiration or earlier termination of the Term, then it will be conclusively presumed that if Tenant fails promptly to vacate the value to Sublessee of remaining in possession, and the loss that will be suffered by Sublessor as a result thereof, far exceed the Rent and additional rent that would have been payable had the Term continued during such holdover period. Therefore, if Sublessee Premises within thirty (or anyone claiming through Sublessee30) does not immediately surrender the Subleased Premises or any portion thereof upon days after the expiration or earlier termination of the Term, then Tenant shall indemnify and hold Landlord harmless from and against any claim, loss, cost or expense (including reasonable attorneys’ fees) arising out of Tenant’s failure promptly to vacate the rent payable by Sublessee shall be increased to two Premises (2) times then-applicable base rent for the Subleased Premises as set forth in the Prime Lease. Such rent shall be computed by Sublessor and paid by Sublessee 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 Subleased Premises have been vacated. Notwithstanding or any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision of this Sublease, Sublessor’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and 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 Term, and nothing contained herein shall be construed to constitute Sublessor’s consent to any holdover or to give Sublessee any right with respect theretoportion thereof).

Holdover. If Sublessee fails Tenant remains in the Premises after the termination or expiration of the Term, such holding over shall be, except as Landlord may elect pursuant to surrender the Subleased next sentence, as a tenant at will or tenant by the month (requiring 30 days’ notice of termination by either party to the other) at a monthly fixed rent (“Holdover Rent”) equal to the greater of 150% of the Annual Fixed Rent due hereunder for the last month of the Term or 150% of the rent being quoted by Landlord for comparable space in Phase 2 at the time of the termination or expiration of the Term, and otherwise subject to all the covenants and conditions (including obligations to pay additional charges under Section 2.6) of this Lease as though it had originally been a monthly tenancy. If Landlord so elects by notice to Tenant during any holdover period which has continued for more than 60 days, Tenant shall lease the Premises for one additional year commencing upon the date of such notice at the Holdover Rent and otherwise subject to all the covenants and conditions (including obligations to pay additional charges under Section 2.6) of this Lease. Notwithstanding the foregoing, 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 re-enter and take possession of the Premises or any portion part thereof without process or by any legal process in force in The Commonwealth of Massachusetts. Notwithstanding the establishment of any holdover tenancy following the expiration or earlier termination of the Term, if Tenant fails promptly to vacate the Premises at the expiration or earlier termination of the Term, then it will be conclusively presumed that Tenant shall save Landlord harmless and indemnified against any claim, loss, cost or expense (including reasonable attorneys’ fees) arising out of Tenant’s failure promptly to vacate the value to Sublessee of remaining in possession, and the loss that will be suffered by Sublessor as a result thereof, far exceed the Rent and additional rent that would have been payable had the Term continued during such holdover period. Therefore, if Sublessee Premises (or anyone claiming through Sublessee) does not immediately surrender the Subleased Premises or any portion thereof upon the expiration or earlier termination of the Term, then the rent payable by Sublessee shall be increased to two (2) times then-applicable base rent for the Subleased Premises as set forth in the Prime Lease. Such rent shall be computed by Sublessor and paid by Sublessee 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 Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision of this Sublease, Sublessor’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and 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 Term, and nothing contained herein shall be construed to constitute Sublessor’s consent to any holdover or to give Sublessee any right with respect theretothereof).

Holdover. If Sublessee fails to surrender the Additional Subleased Premises or any portion thereof at the expiration or earlier termination of the Term, then it will be conclusively presumed that the value to Sublessee of remaining in possession, and the loss that will be suffered by Sublessor as a result thereof, far exceed the Rent and additional rent that would have been payable had the Term continued during such holdover period. Therefore, if Sublessee (or anyone claiming through Sublessee) does not immediately surrender the Additional Subleased Premises or any portion thereof upon the expiration or earlier termination of the Term, then the rent payable by Sublessee shall be increased to two (2) times then-applicable base rent for the Additional Subleased Premises as set forth in the Prime Lease. Such rent shall be computed by Sublessor and paid by Sublessee 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 Additional Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision of this Sublease, Sublessor’s 's acceptance of such rent shall not in any manner adversely affect Sublessor’s 's other rights and remedies, including Sublessor’s 's right to evict Sublessee and 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 Term, and nothing contained herein shall be construed to constitute Sublessor’s 's consent to any holdover or to give Sublessee any right with respect thereto.

Holdover. (a) If Sublessee fails to surrender the Subleased Premises or any portion thereof at Tenant shall hold over after the expiration or earlier sooner termination of the Term, then it will be conclusively presumed that the value to Sublessee term of remaining in possessionthis lease, and if Owner shall then not proceed to remove Tenant from the loss that will be suffered Demised Premises in the manner permitted by Sublessor as a result thereof, far exceed the Rent and additional rent that would have been payable had the Term continued during such holdover period. Therefore, if Sublessee law (or anyone claiming through Sublesseeshall not have given written notice to Tenant that Tenant must vacate the Demised Premises) does irrespective of whether or not immediately surrender Owner accepts rent from Tenant for a period beyond the Subleased Expiration Date, the parties hereby agree that Tenant's occupancy of the Demised Premises or any portion thereof upon after the expiration or earlier sooner termination of the Term, then the rent payable by Sublessee term shall be increased under a month-to-month tenancy commencing on the first day after the expiration or sooner termination of the term, which tenancy shall be upon all of the terms set forth in this lease except that Tenant shall pay on the first day of each month of the holdover period as Fixed Rent, an amount equal to two (2) times thenone-applicable base rent twelfth of the sum of the Fixed Rent and Additional Charges payable by Tenant during the last year of the term of this lease. It is stipulated and agreed that Owner shall not be required to perform any work, furnish any materials or make any repairs within the Demised Premises during the holdover period. It is further stipulated and agreed that if Owner shall, at any time after the expiration or sooner termination of the term, proceed to remove Tenant from the Demised Premises as a holdover, the Fixed Rent for the Subleased use and occupancy of the Demised Premises during any holdover period shall be calculated in the same manner as set forth in above. In addition to the Prime Lease. Such rent foregoing, Owner shall be computed by Sublessor and entitled to recover from Tenant any losses or damages arising from such holdover. (b) Anything to the contrary notwithstanding, the acceptance of any rent paid by Sublessee on Tenant pursuant to Section 48(a) above shall not preclude Owner from commencing and prosecuting a monthly basis and shall be payable on the first day of such holdover period or summary eviction proceeding, and the first day of each calendar month thereafter during such holdover period until the Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision of this Sublease, Sublessor’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and to recover all damages. Any such holdover preceding sentence 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 an "agreement expressly providing otherwise" within the meaning of Section 232-c of the TermReal Property Law of the State of New York. If Tenant shall hold-over or remain in possession of any portion of the Demised Premises beyond the Expiration Date, and nothing contained herein Tenant shall be construed subject not only to constitute Sublessor’s consent summary proceeding and all damages related thereto, but also to any holdover damages arising out of any lost opportunities (and/or new leases) by Owner to re-let the Demised Premises (or any part thereof). All damages to give Sublessee Owner by reason of such holding over by Tenant may be the subject of a separage action and need not be asserted by Owner in any right with respect theretosummary proceedings against Tenant.

Holdover. If Sublessee fails Tenant with Landlord’s consent remains in possession of the Premises after expiration of the Term or after the date in any notice given by Landlord to surrender Tenant terminating this Lease, such possession by Tenant shall be deemed to be a month to month tenancy cancelable by either party on thirty (30) days written notice given at any time by either party and all provisions of this Lease, except those pertaining to Term, renewal options and Base Rent, shall apply and Tenant shall thereafter pay monthly Base Rent computed on a per-month basis, for each month or part thereof (without reduction for any partial month) that Tenant remains in possession, in an amount equal to one hundred fifty percent (150%) of the Subleased Premises or any portion thereof at Base Rent that was in effect for the last full calendar month immediately preceding expiration of the Term. If Tenant holds over after the expiration or earlier termination of the TermTerm hereof, then it will be conclusively presumed without the consent of Landlord, Tenant shall become a Tenant at sufferance only with a continuing obligation to pay Rent provided that the value to Sublessee Base Rent shall be one hundred fifty percent (150%) of remaining the Base Rent that was in possessioneffect for the last full calendar month immediately preceding expiration of the Term for the first thirty (30) days of such holdover, and two hundred percent (200%) of such Base Rent thereafter during the loss that will be suffered pendency of such holdover. Acceptance by Sublessor as a result thereof, far exceed the Landlord of Rent and additional rent that would have been payable had the Term continued during such holdover period. Therefore, if Sublessee (or anyone claiming through Sublessee) does not immediately surrender the Subleased Premises or any portion thereof upon the after expiration or earlier termination of the TermTerm shall not constitute a consent to a holdover hereunder or result in a renewal. The foregoing provisions of this ¶27. are in addition to and do not affect Landlord’s right of re-entry or any rights of Landlord hereunder or as otherwise provided by law. If Tenant fails to surrender the Premises upon the expiration of this Lease despite demand to do so by Landlord, then the rent payable by Sublessee Tenant shall be increased to two (2) times then-applicable base rent for the Subleased Premises as set forth in the Prime Lease. Such rent shall be computed by Sublessor indemnify and paid by Sublessee on a monthly basis and shall be payable on the first day hold Landlord harmless from all loss or liability arising out of such holdover period and the first day of each calendar month thereafter during failure, including without limitation, any claim made by any succeeding tenant founded on or resulting from such holdover period until the Subleased Premises have been vacatedfailure to surrender. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. No provision of this Sublease, Sublessor’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and to recover all damages¶27. 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 Term, and nothing contained herein shall be construed to constitute Sublessor’s as implied consent by Landlord to any holdover holding over by Tenant. Landlord expressly reserves the right to require Tenant to surrender possession of the Premises to Landlord as provided in this Lease upon expiration or other termination of this Lease. The provisions of this ¶27. shall not be considered to give Sublessee limit or constitute a waiver of any right with respect theretoother rights or remedies of Landlord provided in this Lease or at law.

Holdover. If Sublessee fails In the event Tenant holds over after the Expiration Date (which, for purposes hereof, shall mean that Tenant failed to properly surrender the Premises to Landlord as of such date) with or without the express or implied consent of Landlord, such tenancy shall be from month-tomonth only and terminable by either party upon thirty (30) days notice. In no event shall such holdover be construed to be a renewal of this Lease. Tenant shall pay the Rent equal to Two Hundred percent (200%) of the Rent payable during the last month of the Lease Term, and shall comply with all other terms, covenants and conditions hereof. Nothing contained in this Article 23.2 shall be construed as consent by Landlord for any holding over by Tenant, and Landlord expressly reserves the right to require Tenant to surrender the Subleased possession of the Premises or any portion thereof at the to Landlord as provided in this Lease upon expiration or earlier termination of this Lease. The provisions of this Article 23.2 shall not be deemed to limit or constitute a wavier of any other rights or remedies of Landlord provided herein or at law. Tenant acknowledges that in the Termevent Tenant holds over without the express consent of Landlord for any reason whatsoever, then it will Tenant shall be conclusively presumed that the value to Sublessee of remaining in possession, liable for any and the loss that will be all damages suffered by Sublessor Landlord as a result thereof, far exceed the Rent and additional rent that would have been payable had the Term continued during such holdover periodincluding, but not limited to, loss of rental income due to Landlord’s inability to enter into a new lease with a prospective tenant. Therefore, if Sublessee (or anyone claiming through Sublessee) does not immediately Tenant fails to surrender the Subleased Premises or any portion thereof upon the expiration or earlier termination Expiration Date, 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 attorney’s fees) and liability resulting from such failure, including, without limiting the generality of the Termforegoing, then the rent payable any claims made by Sublessee shall be increased any succeeding tenant founded upon such failure to two (2) times then-applicable base rent for the Subleased Premises as set forth in the Prime Lease. Such rent shall be computed surrender, and any losses suffered by Sublessor and paid by Sublessee 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 Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision of this Sublease, Sublessor’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remediesLandlord, including Sublessor’s right lost profits, resulting from such failure to evict Sublessee and 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 Term, and nothing contained herein shall be construed to constitute Sublessor’s consent to any holdover or to give Sublessee any right with respect theretosurrender.

Holdover. If Sublessee fails to surrender the Subleased Premises or any portion thereof at the expiration or earlier termination of the Term, then it will be conclusively presumed that the value to Sublessee of remaining in possession, and the loss that will be suffered by Sublessor as a result thereof, far exceed the Rent and additional rent that would have been payable had the Term continued during such holdover period. Therefore, if Sublessee (or anyone claiming through Sublessee) does not immediately surrender the Subleased Premises or any portion thereof upon the expiration or earlier termination of the Term, then the rent payable by Sublessee shall be increased to two (2) times then-applicable base rent for the Subleased Premises as set forth in the Prime Lease. Such rent shall be computed by Sublessor and paid by Sublessee 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 Subleased Premises have been vacated. Notwithstanding any other provision of this Sublease, Sublessor’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision of this Sublease, Sublessor’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and 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 Term, and nothing contained herein shall be construed to constitute Sublessor’s consent to any holdover or to give Sublessee any right with respect thereto.

Holdover. If Sublessee fails Subtenant will not be permitted to surrender hold over possession of the Subleased Sublease Premises or any portion thereof at after the expiration or earlier termination of the TermTerm without the express written consent of Sublandlord, then it will be conclusively presumed that the value to Sublessee of remaining which consent Sublandlord may withhold in possession, its sole and the loss that will be suffered by Sublessor as a result thereof, far exceed the Rent and additional rent that would have been payable had the Term continued during such holdover periodabsolute discretion with or without cause. Therefore, if Sublessee (or anyone claiming through Sublessee) does not immediately surrender the Subleased Premises or any portion thereof upon If Subtenant holds over after the expiration or earlier termination of the TermTerm with or without the express written consent of Sublandlord, then then, in addition to all other remedies available to Sublandlord, Subtenant shall become a tenant at sufferance only, upon the rent payable by Sublessee shall be increased to two (2) times then-applicable base rent for the Subleased Premises as terms and conditions set forth in this Sublease, but at a monthly Fixed Base Rent equal to one hundred fifty percent (150%) of the Monthly Rent under the Prime LeaseLease applicable to the Sublease Premises. Such rent Any such holdover Rent shall be computed by Sublessor and paid by Sublessee on a monthly per month basis without reduction for partial months during the holdover. Acceptance by Sublandlord of Rent after such expiration or earlier termination shall not constitute consent to a hold over hereunder or result in an extension of this Sublease. This Section 26 shall not be construed to create any express or implied right to holdover beyond the expiration of the Term or any extension thereof. Subtenant shall be liable, and shall be payable on the first day pay to Sublandlord within ten (10) days of demand, for all losses and damages incurred by Sublandlord as a result of such holdover period holdover, and the first day of each calendar month thereafter during shall indemnify, defend and hold Sublandlord harmless from and against all liabilities, damages, losses, claims, suits, costs and expenses (including reasonable attorneys’ fees and costs) arising from or relating to any such holdover period until tenancy, including without limitation, any claim for damages made by Prime Landlord or a succeeding subtenant. Subtenant’s indemnification obligation hereunder shall survive the Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision expiration or earlier termination of this Sublease, Sublessor’s acceptance or upon the early termination of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including SublessorSubtenant’s right to evict Sublessee and to recover all damagesoccupy the Sublease Premises. 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 The foregoing provisions of the Termthis Section 26 are in addition to, and nothing contained herein shall be construed to constitute Sublessordo not affect, Sublandlord’s consent to right of re-entry or any holdover other rights of Sublandlord hereunder or to give Sublessee any right with respect theretootherwise at law or in equity.

Holdover. If Sublessee fails to surrender vacant and exclusive possession of the Sub-Subleased Premises or any portion thereof at is not surrendered to Sub-Sublandlord in accordance with the provisions of this Sub Sublease on the expiration or earlier termination of this Sub-Sublease, Sub-Sublandlord shall be entitled to immediately reenter the TermSub-Subleased Premises and dispossess Sub-Subtenant (and/or any person claiming by, then through or under Sub-Subtenant). In the event of any such holding over, Sub-Subtenant shall pay as holdover rent or use and occupancy for each month (or portion thereof) of the holdover tenancy an amount calculated in accordance with Article 20 of the Sublease (it will being acknowledged and agreed that for purposes of the foregoing, the term “Base Rent” shall mean the annual Fixed Rent hereunder), subject to all of the other terms of this Sub-Sublease insofar as the same are applicable to such holdover tenancy. The acceptance of any such use and occupancy payment paid by Sub-Subtenant pursuant to this Section 19 shall in no event preclude Sub-Sublandlord from commencing and prosecuting a holdover or summary eviction proceeding. In addition Sub-Subtenant shall indemnify and shall save Sub-Sublandlord harmless from and against all costs, claims, loss or liability resulting from the failure of Sub Subtenant to surrender the Sub-Subleased Premises on the Expiration Date or sooner termination of the Sublease, including, without limitation, any amounts payable by Sub-Sublandlord pursuant to Article 20 of the Sublease or under any indemnity contained in the Sublease. Nothing contained in this Section 19 shall (i) imply any right of Sub-Subtenant to remain in the Sub Subleased Premises after the termination of this Sub-Sublease without the execution of a new lease, (ii) imply any obligation of Sub-Sublandlord to grant a new lease or (iii) be conclusively presumed construed to limit any right or remedy that the value to Sublessee of remaining in possession, and the loss that will be suffered by Sublessor Sub-Sublandlord has against Sub-Subtenant as a result thereof, far exceed the Rent and additional rent that would have been payable had the Term continued during such holdover periodtenant or trespasser. Therefore, if Sublessee (or anyone claiming through Sublessee) does not immediately surrender the Subleased Premises or any portion thereof upon The provisions of this Section 19 shall survive the expiration or earlier termination of the Term, then the rent payable by Sublessee shall be increased to two (2) times thenthis Sub-applicable base rent for the Subleased Premises as set forth in the Prime Lease. Such rent shall be computed by Sublessor and paid by Sublessee 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 Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision of this Sublease, Sublessor’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and 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 Term, and nothing contained herein shall be construed to constitute Sublessor’s consent to any holdover or to give Sublessee any right with respect thereto.

Holdover. 33.1 Tenant shall vacate the Premises upon the expiration of the Lease Term or earlier termination of this Lease and shall surrender possession thereof to Landlord in accordance with the terms hereof Tenant shall indemnify Indemnitees for, from and against any and all Liabilities incurred by Indemnitees attributable to any delay hereunder by Tenant. The indemnity set forth in the preceding sentence shall survive expiration of the Lease Term or earlier termination of this Lease. 33.2 If Sublessee fails to surrender Tenant remains in possession of the Subleased Premises Premises, or any portion thereof thereof, after the expiration of the Lease Term or earlier termination of this Lease without the prior written consent of Landlord, such occupancy shall be deemed a month-to-month tenancy upon all the terms and conditions of this Lease except that Tenant shall be liable for all actual damages incurred by Landlord as a result of Tenant’s holdover, and Tenant shall pay Base Monthly Rent equal to one hundred fifty percent (150%) of the Base Monthly Rent paid by Tenant during the final month of the Lease Term. Acceptance by Landlord of Rent after such expiration of the Lease Term or earlier termination of this Lease shall not constitute consent to a holdover or result in an extension of this Lease and Tenant shall have no right, whether by purported exercise of any option granted hereunder or otherwise, to expand the Premises or extend the Lease Term. All options, rights of first refusal, and/or rights of first offer, if any, granted under the terms of this Lease shall be terminated and be of no further force or effect during such month-to-month tenancy. Nothing herein shall limit any of Landlord’s rights or Tenant’s obligations arising from Tenant’s failure to timely surrender possession of the Premises, including, without limitation, Landlord’s right to repossess the Premises and remove Tenant therefrom at any time after the expiration or earlier termination of the Term, then it will be conclusively presumed that the value this Lease and Tenant’s obligation to Sublessee of remaining in possession, reimburse and the loss that will be suffered by Sublessor indemnify Landlord as a result thereof, far exceed the Rent and additional rent that would have been payable had the Term continued during such holdover period. Therefore, if Sublessee (or anyone claiming through Sublessee) does not immediately surrender the Subleased Premises or any portion thereof upon the expiration or earlier termination of the Term, then the rent payable by Sublessee shall be increased to two (2) times then-applicable base rent for the Subleased Premises as set forth in the Prime Lease. Such rent shall be computed by Sublessor and paid by Sublessee 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 Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision of this Sublease, Sublessor’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and 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 Term, and nothing contained herein shall be construed to constitute Sublessor’s consent to any holdover or to give Sublessee any right with respect theretoprovided herein.

Holdover. If Sublessee fails to surrender (a) In the Subleased Premises event this Lease is not renewed or any portion thereof at extended or a new lease is not entered into between the parties, and if Tenant shall then hold over after the expiration or earlier termination of the Term, then it will be conclusively presumed that the value to Sublessee term of remaining in possessionthis Lease, and if Landlord shall then not proceed to remove Tenant from the loss that will be suffered Premises in the manner permitted by Sublessor as a result thereof, far exceed the Rent and additional rent that would have been payable had the Term continued during such holdover period. Therefore, if Sublessee law (or anyone claiming through Sublesseeshall not have given written notice to Tenant that Tenant must vacate the Premises) does irrespective of whether or not immediately surrender Landlord accepts rent from Tenant for a period beyond the Subleased Expiration Date, the parties hereby agree that Tenant's occupancy of the Premises or any portion thereof upon after the expiration or earlier termination of the Term, then the rent payable by Sublessee term shall be increased to two (2) times thenunder a month-applicable base rent for to-month tenancy commencing on the Subleased Premises as first day after the expiration of the term, which tenancy shall be upon all of the terms set forth in the Prime Lease. Such rent this Lease except Tenant shall be computed by Sublessor and paid by Sublessee on a monthly basis and shall be payable pay on the first day of each month of the holdover period as Fixed Rent, an amount equal to the higher of (i) an amount equal to one and one-half times one-twelfth of the sum of: (a) the Fixed Rent and Additional Charges payable by Tenant during the last year of the term of this Lease (i.e., the year immediately prior to the holdover period) or (ii) an amount equal to the then market rental value for the Premises as shall be established by Landlord giving notice to Tenant of Landlord's good faith estimate of such market rental value. Tenant may dispute such market rental value for the Premises as estimated by Landlord by giving notice to Landlord within but in no event after twenty (20) days after the giving of Landlord's notice to Tenant (as to the giving of which notice to Landlord, time shall be deemed of the essence). Enclosed with such notice, Tenant shall be required to furnish to Landlord the written opinion of a reputable New York licensed real estate broker having leasing experience in the Borough of Manhattan, for a period of not less than ten (10) years setting forth said broker's good faith opinion of the market rental value of the Premises. If Tenant and Landlord are unable to resolve any such dispute as to the market rental value for the Premises then an independent arbitrator who shall be a real estate broker of similar qualifications and shall be selected from a listing of not less than three (3) brokers furnished by the American Arbitration Association (or any successor thereto) to Tenant and Landlord (at the request of either Landlord or Tenant). If Landlord and Tenant are unable to agree upon the selection of the individual arbitrator from such listing, then the first arbitrator so listed by the American Arbitration Association (or any successor thereto) shall be conclusively presumed to have been selected by both Landlord and Tenant and the decision of such arbitrator shall be conclusive and binding upon the parties as to the market rental value for the Premises. Pending the determination of the market rental value of the Premises upon the expiration of the term of this Lease, Tenant shall pay to Landlord as Fixed Rent an amount computed in accordance with clauses (i) or (ii) of this subsection 34.01(a) (as Landlord shall then elect), and upon determination of the market rental value of the Premises in accordance with the preceding provisions hereof appropriate adjustments and payments shall be effected. Further, Landlord shall not be required to perform any work, furnish any materials or make any repairs within the Premises during the holdover period. It is further stipulated and agreed that if Landlord shall, at any time after the expiration of the original term or after the expiration of any term created thereafter, proceed to remove Tenant from the Premises as a holdover, the Fixed Rent for the use and occupancy of the Premises during any holdover period shall be calculated in the same manner as set forth above. In addition to the 76 77 foregoing, Landlord shall be entitled to recover from Tenant any losses or damages arising from such holdover period as provided in Section 34.01(c) hereof. (b) Notwithstanding anything to the contrary contained in this Lease, the acceptance of any rent paid by Tenant pursuant to subsection 34.01(a) above shall not preclude Landlord from commencing and prosecuting a holdover or summary eviction proceeding, and the first day of each calendar month thereafter during such holdover period until the Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision of this Sublease, Sublessor’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and to recover all damages. Any such holdover preceding sentence 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 an "agreement expressly providing otherwise" within the meaning of Section 223-c of the TermReal Property Law of the State of New York. (c) If Tenant shall hold-over or remain in possession of any portion of the Premises beyond the Expiration Date, and nothing contained herein Tenant shall be construed subject not only to constitute Sublessor’s consent summary proceeding and all damages related thereto, but, if such holding over exceeds sixty (60) days, also to any holdover damages arising out of any lost opportunities (and/or new leases) by Landlord to re-let the Premises (or any part thereof). All damages to give Sublessee Landlord by reason of such holding over by Tenant may be the subject of a separate action and need not be asserted by Landlord in any right with respect theretosummary proceedings against Tenant.

Holdover. Paragraph 26 of the Lease is hereby deleted and inserted in lieu thereof is the following: "If Sublessee fails the Tenant shall, with the knowledge and written consent of the Landlord, continue to surrender remain in the Subleased Demised Premises after the expiration of the term of this Lease, then and in that event, Tenant shall, by virtue of this agreement become a tenant by the month at the monthly rental payable in the last month of the immediately preceding expired term hereof, commencing said monthly tenancy with the first day next after the end of the term above demised; and said Tenant shall give to 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 event of nonpayment of rent in advance or of the breach of any portion thereof other covenant by the said Tenant which nonpayment or other breach continues beyond any applicable grace or cure periods therefor, in which event the said Tenant shall not be entitled to any notice to quit, the statutory thirty (30) days' notice and all other notices to quit being hereby expressly waived; provided, however, that in the event that the Tenant shall hold over after the expiration of the term hereby created, and if the Landlord shall desire to regain possession of the Demised Premises promptly at the expiration or earlier termination of the term aforesaid, then at any time prior to Landlord's acceptance of rent from the Tenant as a monthly tenant hereunder, the Landlord, at Landlord's option, may exercise any and all remedies available to Landlord hereunder and under any applicable laws to recover possession of the Premises. If Tenant holds over after the expiration of the Term without Landlord's consent for a period not greater than one (1) month, then Tenant shall pay monthly rent during such one (1) month holdover period in the amount of the monthly rental that was payable during the last month of the Term. Notwithstanding the foregoing, then it will be conclusively presumed that in the value event Tenant shall wrongfully holdover subsequent to Sublessee of remaining in possession, and the loss that will be suffered by Sublessor as a result thereof, far exceed the Rent and additional rent that would have been payable had the Term continued during such holdover period. Therefore, if Sublessee (or anyone claiming through Sublessee) does not immediately surrender the Subleased Premises or any portion thereof upon the expiration or earlier termination of the Termterm of this Lease for a period in excess of one (1) month, then Landlord shall in lieu of rent be entitled to demand and receive from Tenant monthly use and occupancy payments for each of the rent payable by Sublessee shall be increased to first two (2) times then-applicable base rent for months in which Tenant shall wrongfully holdover subsequent to the Subleased Premises as set forth first month following the expiration of the term of this Lease, in an amount equal to one hundred fifty percent (150%) the monthly rental payable in the Prime last month of the immediately preceding expired Term of this Lease. Such rent shall be computed by Sublessor and paid by Sublessee on a monthly basis and shall be payable on , together with all Additional Rent to which Landlord would have been entitled had the first day Term of such this Lease been extended to include the holdover period and for each month subsequent to such two (2) month period, an amount equal to twice the monthly rental payable in the last month of the expired Term of the Lease, together with all Additional Rent to which Landlord would have been entitled had the Term of this1 Lease been extended to include the holdover renewal. Each such use and occupancy payment shall be due on or before the first day of each calendar month thereafter during such in which Tenant shall wrongfully holdover period until the Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision of this Sublease, Sublessor’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and 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 Term, and nothing contained herein shall be construed to constitute Sublessor’s consent to any holdover or to give Sublessee any right with respect thereto.hereunder subsequent

Holdover. If Sublessee fails to surrender In the Subleased event the Tenant remains in possession of the Premises after the Expiration Date, or any portion thereof at the expiration or earlier termination of the Term, then it will be conclusively presumed that the value to Sublessee of remaining in possessionthis Lease, and without the loss that will be suffered by Sublessor as a result thereof, far exceed the Rent and additional rent that would have been payable had the Term continued during such holdover period. Therefore, if Sublessee (or anyone claiming through Sublessee) does not immediately surrender the Subleased Premises or Landlord’s prior written consent for any portion thereof upon the expiration or earlier termination of the Term, then the rent payable by Sublessee shall be increased to two (2) times then-applicable base rent for the Subleased Premises as set forth in the Prime Lease. Such rent shall be computed by Sublessor and paid by Sublessee 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 Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision renewal of this SubleaseLease, Sublessor’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and to recover all damages. Any such holdover the Tenant shall be deemed to be in holdover, and on a tenancy at sufferance and not a tenancy at will or tenancy from month-to-month tenancy, subject to month. In no event shall any holdover be deemed a permitted extension or renewal all of the Termconditions of this Lease except that the Rent shall increase by three (3%) percent per year, while in holdover. The parties agree that the damage to the Landlord resulting from any failure by the Tenant to timely surrender possession of the Premises will be substantial, will exceed the amount of the Rent payable under this Lease, and nothing contained will be impossible to measure accurately. The Tenant, therefore, acknowledges and hereby agrees that if possession of the Premises is not surrendered to the Landlord upon the Expiration Date, or earlier termination of this Lease, and the Landlord objects to the Tenant being in possession of the Premises, then in addition to any rights or remedies the Landlord may have under this Lease, or at law, or in equity, the Tenant shall pay to the Landlord, for each month, and for each portion of any month, a sum determined by the Landlord, over the Rent that was last in place for this Lease, plus Operating Expenses, if applicable. Nothing herein shall be construed deemed to constitute Sublessorpermit the Tenant to retain possession of the Premises after the Expiration Date, or the earlier termination of this Lease. Further, the Tenant also agrees that as a result of any holdover, or possession of the Premises after the Expiration Date, the Tenant shall defend, indemnify, and hold the Landlord harmless from and against any and all claims, suits, actions liabilities, losses, costs and expenses of any kind suffered by the Landlord, as a result of the Tenant’s consent to any holdover possession of the Premises. This paragraph shall survive the Expiration Date, or to give Sublessee any right with respect theretoearly termination of this Lease.

Holdover. If Sublessee Tenant fails to surrender quit and vacate the Subleased Demised Premises or any portion thereof at the expiration or earlier termination of the TermInitial Term (or at the expiration of the final duly exercised Renewal Term hereof, if any, as the case may be), and if Landlord accepts payment of rental from Tenant thereafter and thus indicates that Landlord does not require the Tenant’s immediate surrender of possession of the Demised Premises at such expiration date, then it will be conclusively presumed that the value to Sublessee in such event any such holding over of remaining in possession, and the loss that will be suffered by Sublessor as a result thereof, far exceed the Rent and additional rent that would have been payable had the Term continued during such holdover period. Therefore, if Sublessee (or anyone claiming through Sublessee) does not immediately surrender the Subleased Premises or any portion thereof upon the expiration or earlier termination possession of the Term, then the rent payable Demised Premises by Sublessee shall be increased to two (2) times then-applicable base rent for the Subleased Premises as set forth in the Prime Lease. Such rent shall be computed by Sublessor and paid by Sublessee 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 Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision of this Sublease, Sublessor’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and to recover all damages. Any such holdover Tenant shall be deemed to be create only a tenancy from month-to-month, beginning for same on the day immediately following the expiration of the then expired term hereof, such monthly holdover tenancy to be upon all of the terms, covenants and conditions contained in this Lease, except that either party by giving to the other at sufferance least ninety (90) days prior written notice may terminate such monthly holdover tenancy (except that Tenant shall not be entitled to such notice of termination, and not a tenancy hereby waives same, in the event that Tenant is in an Event of Default under this Lease in any respect beyond any applicable grace periods). Notwithstanding the foregoing provisions of this paragraph, if Landlord desires possession of the Demised Premises at will or tenancy from month the end of me Term hereof, then Landlord may so notify Tenant at any time prior to month. In no accepting monthly holdover rent, in which event Tenant covenants and agrees to surrender to Landlord possession of the Demised Premises at the end of the term hereof free of subleases and occupants, and if Tenant fails to do so it shall any holdover be deemed a permitted extension or renewal an Event of Default under this Lease and Tenant shall be liable to Landlord for all reasonable, actual losses, costs, damages and expenses Landlord incurs from Tenant’s failure to vacate the Demised Premises as prescribed above. If the provisions of the Termpreceding sentence become applicable, Tenant shall pay Landlord use and occupancy payments for each month or portion thereof Tenant wrongfully holds over possession of the Demised Premises in whole or part, in an amount equal to one hundred fifty percent (150%) of the Basic Monthly Rental payable in the last month of the term hereof (in addition to Landlord being entitled to exercise all available legal and equitable remedies). Landlord hereby notifies Tenant that Landlord desires and intends that Tenant remove from, quit and vacate the Demised Premises at the expiration of the term of this Lease, and nothing contained herein shall be construed Tenant hereby agrees to constitute Sublessor’s consent do so and hereby irrevocably waives any and all rights to notice from Landlord of such intent as provided in Title 8, Section 8-402(b) of the Real Property Volume of the Annotated Code of Maryland, as amended, or under any holdover similar statute now or to give Sublessee any right with respect theretohereafter enacted.

Holdover. If Sublessee fails to surrender the Subleased Premises Tenant expressly waives, for itself and for any person claiming through or under Tenant, any rights which Tenant or any portion thereof at such person may have under the provisions of Section 2201 of the New York Civil Practice Law and Rules, the stay provisions of the Real Property Actions and Proceedings Law, and of any similar or successor law of same import then in force, in connection with any holdover proceedings which Landlord may institute to enforce the provisions of this Lease. Tenant acknowledges that the timely surrender by Tenant of the Premises upon the expiration of the term of this Lease is an important inducement to Landlord in entering into this Lease. If the Premises are not surrendered upon the termination of this Lease, Tenant hereby indemnifies Landlord against liability, including, without limitation, all reasonable attorneys’ fees incurred by Landlord and related expenses, resulting from the delay by Tenant in so surrendering the Premises, and including any claims made by any succeeding tenant or earlier prospective tenant founded upon such delay. In the event Tenant remains in possession of the Premises after the termination of this Lease, without the execution of a new lease, then Tenant will pay Landlord as liquidated damages for each month and for each portion of any month during which Tenant holds over in the Premises after the termination of the Termterm of this Lease, then it will be conclusively presumed that a sum equal to one and one half (1.5) times the value to Sublessee of remaining in possession, average Fixed Rental and the loss Additional Rental which was payable per month under this Lease during the last twelve (12) months of the term thereof. Nothing contained in this Article shall be construed to mean that will be suffered by Sublessor Landlord has given permission for Tenant or anyone else who occupies the Premises to remain on in the Premises as a result thereofmonthly tenant, far exceed the Rent and additional rent that would have been payable had the Term continued during such holdover period. Therefore, if Sublessee (or anyone claiming through Sublessee) does not immediately surrender the Subleased Premises or any portion thereof upon the expiration or earlier termination of the Term, then the rent payable by Sublessee shall be increased to two (2) times then-applicable base rent for the Subleased Premises as set forth in the Prime Lease. Such rent shall be computed by Sublessor and paid by Sublessee 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 Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision of this Sublease, Sublessor’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and to recover all damages. Any such holdover shall be deemed to be a tenancy at sufferance and not a tenancy at will or tenancy tenant from month to month. In no event shall any holdover be deemed a permitted extension or renewal of the Term, and nothing contained herein shall be construed Landlord may proceed to constitute Sublessor’s consent to any evict Tenant through a holdover or to give Sublessee any right with respect theretoother lawful action or proceeding. Tenant’s obligations under this Article shall survive the termination of this Lease.

Holdover. If Sublessee fails to surrender Tenant or any person claiming through Tenant shall retain possession of the Subleased Premises or any portion part thereof at after the expiration or earlier termination of the TermTerm and if Landlord shall consent to such continuation of possession, then it will such possession shall be conclusively presumed (unless the parties hereto shall otherwise have agreed in writing) deemed to be under a month-to-month tenancy which shall continue until either party shall notify the other in writing, at least 30 days prior to the end of any calendar month, that the value party giving such notice elects to Sublessee terminate such tenancy at the end of remaining such calendar month, in possessionwhich event such tenancy shall so terminate. Anything contained in the foregoing provisions of this paragraph to the contrary notwithstanding, with respect to each such monthly period and in addition to other rent and charges due under this Lease, Tenant shall pay rent equal to 1/9 of the per annum Base Rent and 1/12 of the Expense and Tax Adjustment Amount, and Additional Services Charge (calculated in accordance with the loss that will be suffered by Sublessor as a result thereof, far exceed the Rent and additional rent that provisions of Paragraph 4 hereof) which would have been payable had this Lease been renewed until the Term continued during end of the calendar year which includes such holdover periodmonth on the terms and conditions in effect immediately prior to the expiration or termination of the Term; and such month-to-month tenancy with Landlord's consent shall be upon the same terms and subject to the same conditions as those which are set forth in this Lease except as aforesaid. Therefore, if Sublessee (If Tenant or anyone any person claiming through Sublessee) does not immediately surrender Tenant shall retain possession of the Subleased Premises or any portion thereof upon part thereof, after the expiration or earlier termination of the Termterm or of Tenant's right of possession, then the rent payable by Sublessee and if such retention shall be increased without Landlord's consent, Tenant shall pay Landlord (a) for each month or portion thereof during which such possession continues, an amount equal to two the rental to be paid for each month pursuant to the foregoing provisions of this Paragraph when such possession is with Landlord's consent, plus all other sums which would have been payable hereunder had the term continued during such retention of possession and (2b) times then-applicable base rent for the Subleased Premises as set forth in the Prime Lease. Such rent shall be computed all other damages sustained by Sublessor and paid Landlord, whether direct or consequential, by Sublessee on a monthly basis and shall be payable on the first day reason of such holdover period retention of possession. During any such retention of possession without Landlord's consent, all of Tenant's obligations with respect to the use, occupancy and maintenance of the first day of each calendar month thereafter during such holdover period until the Subleased Premises have been vacatedshall continue. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision The provisions of this Sublease, Sublessor’s acceptance of such rent Paragraph 16 shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and to recover all damages. Any such holdover shall be deemed to be limit or constitute a tenancy waiver of any other rights or remedies of Landlord provided herein or at sufferance law or in equity and not a tenancy at will applicable to unlawful retention of possession or tenancy from month to month. In no event shall any holdover be deemed a permitted extension or renewal of the Term, and nothing contained herein shall be construed to constitute Sublessor’s consent to any holdover or to give Sublessee any right with respect theretootherwise.

Holdover. (a) If Sublessee fails to surrender Subtenant remains in possession of the Subleased Premises after the expiration or termination of this Sublease, Subtenant's occupancy of the Subleased Premises shall be that of a tenancy at sufferance. Subtenant's occupancy during any portion thereof at holdover period shall otherwise be subject to the provisions of this Sublease (unless clearly inapplicable), except that the Basic Rent shall be double the Basic Rent payable for the last full month immediately preceding the holdover. If Subtenant holds over after the expiration or earlier termination of the TermSublease Term and has NOT vacated the Subleased Premises prior to the expiration of the Master Lease, then it will for the period thereafter Subtenant shall be conclusively presumed that liable for all obligations (including payment of increased “Basic Rent” and indemnity obligations) under the value provisions of Section 22 of the Original Lease with respect to Sublessee the Master Lease Premises (and NOT limited solely to the Subleased Premises). (b) The foregoing provisions of remaining this Section 13 are in possession, addition to and do not affect Sublandlord’s right of reentry or any rights of Sublandlord under the loss that will be suffered Sublease or as otherwise provided by Sublessor as a result thereof, far exceed the Rent and additional rent that would have been payable had the Term continued during such holdover periodlaw. Therefore, if Sublessee (or anyone claiming through Sublessee) does not immediately If Subtenant fails to surrender the Subleased Premises or any portion thereof upon the expiration or earlier termination of the Term, then the rent payable by Sublessee shall be increased to two (2) times then-applicable base rent for the Subleased Premises as set forth in the Prime Lease. Such rent shall be computed by Sublessor and paid by Sublessee 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 Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision of this SubleaseSublease despite demand to do so by Sublandlord, Sublessor’s acceptance Subtenant shall indemnify, defend and hold harmless Sublandlord from all claim, action, cause of such rent shall not in any manner adversely affect Sublessor’s other rights and remediesaction, loss, injury or liability, including Sublessor’s right without limitation any claim made by Master Landlord (or any succeeding tenant) founded on or resulting from such failure to evict Sublessee and 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 Termsurrender, and nothing contained herein shall be construed to constitute Sublessor’s consent to any holdover or to give Sublessee any right with respect theretoall attorneys’ fees and costs incurred by Sublandlord in connection therewith.

Holdover. If Sublessee fails Tenant shall, with the written consent of Landlord, hold over after the expiration of the Demised Term, such tenancy shall be deemed a month-to-month tenancy, which tenancy may be terminated as provided by applicable state law. During such tenancy, Tenant agrees to surrender pay to Landlord the Subleased Market Rent for the Demised Premises, and to be bound by all of the terms, covenants and conditions herein specified, so far as applicable. If Landlord shall not give written consent to such hold over by Tenant, such tenancy may be terminated as above provided, and until Tenant has vacated the Demised Premises it agrees to pay to Landlord Rent for the first thirty (30) days of such holdover, 125% of the amount of Rent then applicable, prorated on a per diem basis, for each day Tenant shall retain possession of the Premises or any portion part thereof at after expiration of earlier termination of this Lease, together with all damages sustained by Landlord on account thereof and all other payments required to be made by Tenant hereunder. After such thirty (30) day period, Tenant shall pay Landlord in advance, 200% of the amount of Tenant then applicable, prorated on a per diem basis, for each day Tenant shall retain possession of the Premises or any part thereof after expiration or earlier termination of this Lease, together with all damages sustained by Landlord on account thereof and all other payments required by Tenant hereunder. Without limiting any rights and remedies of Landlord resulting by reason of the Termwrongful holding over by Tenant, then it will be conclusively presumed that or creating any right in Tenant to continue in possession of the value Demised Premises, all Tenant’s obligations with respect to Sublessee the use, occupancy and maintenance of remaining in possession, and the loss that will be suffered by Sublessor as a result thereof, far exceed the Rent and additional rent that would have been payable had the Term continued Demised Premises shall continue during such holdover period. Therefore, if Sublessee (or anyone claiming through Sublessee) does not immediately surrender the Subleased Premises or any portion thereof upon the expiration or earlier termination period of the Term, then the rent payable by Sublessee shall be increased to two (2) times then-applicable base rent for the Subleased Premises as set forth in the Prime Lease. Such rent shall be computed by Sublessor and paid by Sublessee 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 Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision of this Sublease, Sublessor’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and 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 Term, and nothing contained herein shall be construed to constitute Sublessor’s consent to any holdover or to give Sublessee any right with respect theretounlawful retention.

Holdover. If Sublessee fails Should Tenant continue to surrender occupy the Subleased Demised Premises after expiration of the term or any renewal thereof and provided Landlord has notified Tenant thirty (30) days prior to the expiration of the term or any renewal term that Landlord is negotiating or has executed a lease with a third party for the Demised Premises or any portion thereof at the expiration or earlier termination of the Term, then it will be conclusively presumed that the value to Sublessee of remaining in possession, and the loss that will be suffered by Sublessor as a result thereof, far exceed the Rent and additional rent that would have been payable had the Term continued during such holdover period. Therefore, if Sublessee (or anyone claiming through Sublessee) does not immediately surrender the Subleased Premises or any portion thereof upon the expiration or earlier termination of the Term, then the rent payable by Sublessee shall be increased to two (2) times then-applicable base rent for the Subleased Premises as set forth in the Prime Lease. Such rent shall be computed by Sublessor and paid by Sublessee 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 Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision of this Sublease, Sublessor’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and to recover all damages. Any such holdover Tenant shall be deemed to be occupying the Demised Premises without claim or right and Tenant shall pay Landlord all costs arising out of loss or liability resulting from delay by Tenant in so surrendering the Demised Premises as above provided and shall pay a tenancy at sufferance and not charge for each day of occupancy an amount equal to 150% the Base Rent (on a tenancy at will or tenancy from month to monthper diem basis) then reserved hereunder. In no the event Landlord has failed to notify Tenant in writing within thirty (30) days prior to the expiration of the term or any renewal term that Landlord is negotiating or has executed a lease with a third party for the Demised Premises or any portion thereof, Tenant shall be entitled to occupy the Demised Premises for a period of sixty (60) days following expiration of the term or any holdover renewal term on the same terms and conditions as such term or renewal term (including Base Rental and additional rental). Should Tenant continue to occupy the Demised Premises following such sixty (60) day period, Tenant shall be deemed to be occupying the Demised Premises without claim or right and Tenant shall pay Landlord as a permitted extension full measure of all loss or renewal liability resulting from delay by Tenant in so surrendering the Demised Premises as above provided a charge for each day of occupancy an amount equal to 200% of the Term, Base Rent and nothing contained herein shall be construed to constitute Sublessor’s consent to any holdover or to give Sublessee any right with respect theretoAdditional Rent (on a per diem basis) then reserved hereunder.

Holdover. If Sublessee fails to surrender Tenant or any person claiming through Tenant shall retain possession of the Subleased Premises or any portion thereof at part thereof, after the expiration or earlier termination of the Term, then it will be conclusively presumed that the value to Sublessee Term or of remaining in Tenant's right of possession, and Tenant shall pay Landlord (a) for the loss that will be suffered by Sublessor as a result thereoffirst thirty (30) days of such period during which such possession continues, far exceed an amount equal to one hundred twenty-five percent (125%) of the monthly installment of Base Rent and additional rent that would have been payable had applicable at the end of the Term continued during such holdover period. Therefore, if Sublessee and one hundred twenty-five percent (or anyone claiming through Sublessee125%) does not immediately surrender the Subleased Premises or any portion thereof upon the expiration or earlier termination of the Term, then the rent payable by Sublessee shall be increased to two (2) times then-applicable base rent monthly installment of Tax Adjustment Amount and Expense Adjustment Amount due for the Subleased Premises as set forth in the Prime Lease. Such rent shall be computed by Sublessor and paid by Sublessee 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 Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision of this Sublease, Sublessor’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and 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 last year of the Term, and nothing contained herein thereafter one hundred fifty percent (150%) of such monthly installments of Base Rent, Tax Adjustment Amount and Expense Adjustment Amount, and in all events plus all other sums which would have been payable hereunder had the term continued during such retention of possession and (b) all other damages sustained by Landlord, whether direct or consequential, by reason of such retention of possession (including, without limitation, consequential damages sustained by Landlord as a consequence of Landlord's inability to timely deliver any part of the Premises to a successor tenant), provided, however, that Tenant shall be construed have no liability for damages referred to constitute Sublessor’s consent in clause (b) above if Tenant properly surrenders possession of the Premises to Landlord in the condition required under this Lease within thirty (30) days after written notice from Landlord requesting Tenant to vacate the Premises and specifying the identity of another tenant that has signed a letter of intent to lease all or a portion of the Premises. During any such holdover or to give Sublessee any right period, all of Tenant's obligations with respect theretoto the use, occupancy and maintenance of the Premises shall continue. The provisions of this Paragraph shall not be deemed to limit or constitute a waiver of any other rights or remedies of Landlord provided herein or at law or in equity and applicable to unlawful retention of possession or otherwise.

Holdover. (a) If Sublessee fails to surrender the Subleased Premises Tenant or any Tenant Party shall remain in possession or occupancy of any portion thereof at of the Premises, or otherwise hold over, after the expiration or earlier termination of the Term, and if Landlord shall then it will be conclusively presumed that not proceed to remove Tenant from the value to Sublessee of remaining Premises in possession, and the loss that will be suffered manner permitted by Sublessor as a result thereof, far exceed the Rent and additional rent that would have been payable had the Term continued during such holdover period. Therefore, if Sublessee law (or anyone claiming through Sublesseeshall not have given written notice to Tenant that Tenant must vacate the Premises) does irrespective of whether or not immediately surrender Landlord accepts rent from Tenant for a period beyond the Subleased Premises or any portion thereof upon the expiration or earlier termination last day of the Term, then the rent payable by Sublessee parties hereby agree that Tenant’s occupancy of the Premises after the expiration of the Term shall be increased under a month to two (2) times then-applicable base rent for month tenancy commencing on the Subleased Premises as first day after the expiration of the Term, which tenancy shall be upon all of the terms set forth in the Prime Lease. Such rent this Lease except Tenant shall be computed by Sublessor and paid by Sublessee on a monthly basis and shall be payable pay on the first day of each month of the hold over period as Base Rent at a rate equal to 150% of the greater of (i) the Base Rent applicable during the last year of the Term (i.e., the year immediately prior to the holdover period) for the Premises, and (ii) the fair market rental value of the Premises for such month (as reasonably determined by Landlord), together with Tax Payment, Expense Payment and all items of additional rent due under the Lease. Further, Landlord shall not be required to perform any work, furnish any materials or make any repairs within the Premises during the holdover period. It is further stipulated and agreed that if Landlord shall, at any time after the expiration of the original Term or after the expiration of any term created thereafter, proceed to remove Tenant from the Premises as a holdover, the rent for the use and occupancy of the Premises during any holdover period shall be 150% of the greater of (x) the rents (including Base Rent, Tax Payment, Expense Payment and all other items of Additional Rent) payable by Tenant during the last year of the Term, and (y) the fair market rental value of the Premises for such month (as reasonably determined by Landlord). In addition to the foregoing, Landlord shall be entitled to recover from Tenant all costs, expenses, losses and damages arising from such holdover, including all reasonable attorneys’ fees and disbursements and court costs incurred or paid by Landlord. (b) For the purposes of this subsection (b), the period commencing on the date succeeding the last day of the Term, without taking into account any month-to-month term created pursuant to subsection (a) above or otherwise, and ending on the date that Tenant and all Tenant Parties quit and surrender the entire Premises in the condition required pursuant to the applicable provisions of this Lease, is herein referred to as the “Holdover Period.” Notwithstanding anything contained in subsection (a) above to the contrary, the 150% percentage set forth in two places in said subsection (a) shall increase in both places to 200% from and after the thirty-first (31st) day of the Holdover Period. (c) Notwithstanding anything to the contrary contained in this Lease, the acceptance of any rent paid by Tenant pursuant to subsection (a) above shall not preclude Landlord from commencing and prosecuting a holdover or summary eviction proceeding or from exercising any other right or remedy under this Lease, at law or in equity, and the first day of each calendar month thereafter during such holdover period until the Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision of this Sublease, Sublessor’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and to recover all damages. Any such holdover preceding sentence shall be deemed to be an “agreement expressly providing otherwise” within the meaning of Section 232-c of the Real Property Law of the State of New York. (d) All damages to Landlord by reason of holding over by Tenant (or by any Tenant Party) may be the subject of a tenancy separate action and need not be asserted by Landlord in any summary proceedings against Tenant. Tenant acknowledges that possession of the entire Premises must be surrendered to Landlord at sufferance and not a tenancy at will the expiration or tenancy from month to month. In no event shall any holdover be deemed a permitted extension or renewal sooner termination of the Term. Tenant agrees to indemnify, defend and nothing contained herein save Landlord harmless from and against any and all actions, proceedings, claims, deficiencies, judgments, suits, losses, obligations, penalties, liabilities, damages, costs and expenses (including court costs and reasonable legal fees and disbursements), resulting from a delay by Tenant in so surrendering the entire Premises, including, without limitation, any claims made by any succeeding tenant of all or any portion of the Premises based on Landlord’s inability or failure to deliver possession thereof to such succeeding tenant, except that Landlord shall not be construed entitled to constitute Sublessor’s consent to make a claim for consequential damages under this Section 24.02 unless Tenant remains in possession of the Premises (or any holdover or to give Sublessee portion thereof) for more than forty-five (45) days after the expiration of the Term (without taking into account any right with respect theretomonth-to-month tenancy that may be created under this Section 24.02).

Holdover. If Sublessee fails Tenant shall have no right to surrender holdover possession of the Subleased Premises or any portion thereof at after the expiration or earlier termination of this Lease without Landlord's prior written consent, which consent may be withheld in Landlord's sole and absolute discretion. If Tenant retains possession of any part of the Premises after the end of the Term, then it will Tenant shall become a month-to-month tenant for the entire Premises upon all of the terms of this Lease as might be conclusively presumed applicable to such month-to-month tenancy, except that (i) with respect to any holdover of any portion of the value Premises during the initial 30 days after the end of the Term, Tenant shall pay all of Base Rent and Operating Cost Share Rent at 115% of the rate in effect immediately prior to Sublessee such holdover, computed on a monthly basis for each full or partial month Tenant remains in possession, (ii) with respect to any holdover thereafter, Tenant shall pay all of remaining Base Rent and Operating Cost Share Rent at 125% of the rate in effect immediately prior to such holdover, computed on a monthly basis for each full or partial month Tenant remains in possession, and (iii) notwithstanding the loss notice provision of O.C.G.A. Section 44-7-7, as the same may be now or hereafter amended, Tenant expressly agrees that will any such tenancy may be suffered terminated by Sublessor as a result thereof, far exceed ten (10) days prior written notice by Landlord to Tenant. If Tenant retains possession of any part of the Rent and additional rent that would have been payable had Premises for more than 60 days after the end of the Term continued during such without Landlord express written consent given to Tenant at any time after the full execution of this Lease, Tenant shall also pay Landlord all of Landlord's direct damages and consequential damages resulting from Tenant's holdover period. Therefore, if Sublessee beyond the end of the Term (or anyone claiming through Sublessee) does and not immediately surrender just Landlord's direct damages and consequential damages resulting from Tenant's holdover for more than 60 days after the Subleased Premises or any portion thereof upon the expiration or earlier termination end of the Term, then the rent payable ). No acceptance of Rent or other payments by Sublessee Landlord under these holdover provisions shall be increased operate as a waiver of Landlord's right to two (2) times then-applicable base rent for the Subleased Premises as set forth in the Prime Lease. Such rent shall be computed by Sublessor and paid by Sublessee 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 Subleased Premises have been vacated. Notwithstanding regain possession or any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDEDof Landlord's remedies. provision The inclusion of this Sublease, Sublessor’s acceptance of such rent the foregoing provisions shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and 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 Term, and nothing contained herein shall be construed as Landlord's consent for Tenant to constitute Sublessor’s consent to any holdover or to give Sublessee any right with respect theretohold over.

Holdover. If Sublessee fails Tenant shall indemnify and hold Landlord harmless from and against all costs, claims, loss, or liability resulting from delay by Tenant in surrendering the Leased Premises, including, without limitation, any claims made by any succeeding tenant founded on such delay. The parties recognize and agree that the damage to surrender Landlord resulting therefrom may be substantial, could exceed the Subleased amount of the Minimum Rent payable under this Lease, and could be impossible to measure accurately. Tenant therefore agrees that if Landlord suffers such damages due to Tenant's failure to deliver possession of the Leased Premises or any portion thereof at within twenty-four (24) hours after the date of the expiration or earlier termination of the Term, then it will be conclusively presumed that Tenant shall pay, for each month and for each portion of any month during which Tenant holds over in the value to Sublessee of remaining in possession, and the loss that will be suffered by Sublessor as a result thereof, far exceed the Rent and additional rent that would have been payable had the Term continued during such holdover period. Therefore, if Sublessee (or anyone claiming through Sublessee) does not immediately surrender the Subleased Leased Premises or any portion thereof upon after the expiration or earlier termination of the Term, then 1.5 times the rent aggregate of that portion of the Minimum Rent which was payable by Sublessee shall be increased to two (2) times then-applicable base rent for under this Lease during the Subleased Premises as set forth last month of the Term; however, Tenant may with the consent of the Landlord, holdover in the Prime LeaseLeased Premises for a term not to exceed ninety (90) days at 1.035 times the aggregate of that portion of the Minimum Rent which was payable under this Lease during the last month of the Term. Such rent If, at the expiration of the ninety (90) day Landlord agreed holdover period, Tenant has not vacated the Leased Premises and delivered possession to Landlord, or executed a new lease with Landlord, Tenant shall be computed by Sublessor and paid by Sublessee on a monthly basis and shall be pay 1.5 times the aggregate of that portion of the Minimum Rent which was payable on under the first day Lease during the last month of such holdover period and the first day of each calendar month thereafter during such holdover period until the Subleased Premises have been vacatedTerm. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision of Nothing contained in this Sublease, Sublessor’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and to recover all damages. Any such holdover Lease shall be deemed to be a tenancy at sufferance and not a tenancy at will or tenancy from month permit Tenant to month. In no event shall any holdover be deemed a permitted extension or renewal retain possession of the Leased Premises after the expiration of the Term, and nothing contained herein . The provisions of this Section shall be construed to constitute Sublessor’s consent to any holdover survive the expiration or to give Sublessee any right with respect theretotermination of the Term.

Holdover. If Sublessee fails (a) Subtenant acknowledges that its agreement to surrender timely vacate the Subleased Premises or any portion thereof at is a material part of this Sublease. In the event Subtenant shall hold over after the expiration of the Term (whether as provided in this Sublease or such earlier expiration date which may arise as a result of a default by Subtenant), the parties hereby agree that Subtenant’s occupancy of the Subleased Premises after the expiration of the Term shall be upon all of the terms set forth in this lease except Subtenant shall pay as rent for the holdover period an amount equal to one hundred fifty (150%) percent of the Base Rent payable by Subtenant during the last year of the Term. Such holdover period, unless otherwise approved by the Sublandlord, shall not exceed ninety (90) days. Nothing herein contained shall be deemed to permit Subtenant to retain possession of the Subleased Premises after the Termination Date or sooner termination of this Sublease and no acceptance by Sublandlord of payments from Subtenant after the Termination Date or sooner termination of the Term, then it will be conclusively presumed that the value to Sublessee of remaining in possession, and the loss that will be suffered by Sublessor as a result thereof, far exceed the Rent and additional rent that would have been payable had the Term continued during such holdover period. Therefore, if Sublessee (or anyone claiming through Sublessee) does not immediately surrender the Subleased Premises or any portion thereof upon the expiration or earlier termination of the Term, then the rent payable by Sublessee shall be increased to two (2) times then-applicable base rent for the Subleased Premises as set forth in the Prime Lease. Such rent shall be computed by Sublessor and paid by Sublessee 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 Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision of this Sublease, Sublessor’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and to recover all damages. Any such holdover shall be deemed to be a tenancy at sufferance and not a tenancy at will other than on account of the amount to be paid by Subtenant in accordance with the provisions of this paragraph, which provisions shall survive the Termination Date or tenancy from month to month. In no event sooner termination of this Sublease. (b) If Subtenant shall hold over or remain in possession of any holdover be deemed a permitted extension or renewal portion of the Subleased Premises beyond the expiration of the Term, notwithstanding the acceptance of any Rent and nothing contained herein Additional Rent paid by Subtenant pursuant to subsection (a) above, Subtenant shall be construed subject not only to constitute Sublessor’s consent summary proceedings and all damages related thereto, but Subtenant shall also indemnify Sublandlord from any and all damages, claims, liabilities or causes of action which result from Subtenant holding over including but not limited to any holdover claims by the Landlord under the Main Lease or to give Sublessee any right with respect theretolost opportunities by Sublandlord as a result of such holdover.

Holdover. If Sublessee fails Landlord and Tenant acknowledge and agree that any failure of Tenant to surrender the Subleased Premises or any portion thereof at the expiration or earlier termination possession of the TermPremises on the Expiration Date shall result in substantial damages to Landlord, then it and that those damages are and will be conclusively presumed that the value impossible or impracticable to Sublessee of remaining in possession, and the loss that will be suffered by Sublessor as a result thereof, far exceed the Rent and additional rent that would have been payable had the Term continued during such holdover periodmeasure. ThereforeAccordingly, if Sublessee (or anyone claiming through Sublessee) Tenant does not immediately surrender the Subleased Premises or any portion thereof upon the expiration or earlier termination possession of the Term, then the rent payable by Sublessee shall be increased Premises to two (2) times then-applicable base rent for the Subleased Premises Landlord as set forth herein, in the Prime Lease. Such rent shall be computed by Sublessor and paid by Sublessee 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 Subleased Premises have been vacated. Notwithstanding addition to any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENTrights or remedies Landlord may have hereunder or at law, MARKED BY BRACKETSTenant, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933at the option of Landlord, AS AMENDED. provision of this Sublease, Sublessor’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and to recover all damages. Any such holdover shall be deemed to be a tenancy occupying the Premises from month-to-month, subject to such occupancy being terminated by either party upon at sufferance and not a tenancy at will or tenancy from month to monthleast thirty (30) days’ written notice. In no event such event, Tenant shall any holdover pay to Landlord an amount equal to one and one- half (1.5) times the portion of the Base Rent payable during the last month of the Lease Term, plus an amount equal to the Additional Rent which was payable by Tenant in the last full calendar year prior to the Expiration Date, with such Base Rent and Additional Rent, prorated on the basis of a 365-day year. No provision of this Lease shall be deemed a permitted extension or renewal to permit Tenant to retain possession of the Premises after the Expiration Date. Except as otherwise specifically stated in this Lease, all of the terms and conditions of this Lease shall remain in effect following any extension, renewal, or holdover of the original Lease Term. Notwithstanding anything to the contrary set forth above, neither the Base Rent, Additional Rent, nor any of the other charges set forth hereunder shall be increased while Tenant holds over beyond the Expiration Date, if the parties are negotiating in good faith a renewal Lease. Negotiations for renewal may be terminated by either party at any time by written notice, and nothing contained herein the increased Rent imposed by the holdover provision of this Lease shall be construed to constitute Sublessor’s consent to any holdover or to give Sublessee any right with respect theretothereafter apply.

Holdover. If Sublessee fails to surrender Tenant retains possession of the Subleased Premises or any portion part thereof at after thirty (30) days after the expiration or earlier termination of the Term, then it will be conclusively presumed that the value to Sublessee of remaining in possession, and the loss that will be suffered by Sublessor as a result Term or any extension thereof, far exceed by lapse of time or otherwise, Tenant shall become a tenant from month-to-month only upon each and all of the terms herein provided as may be applicable to such month-to-month tenancy and any such holding over shall not constitute an extension of this Lease; provided, however, that during such holding over, Tenant shall pay Base Rent, Operating Cost Share Rent and additional rent that would have been Tax Share Rent at double the rate payable had the Term continued during such holdover period. Therefore, if Sublessee (or anyone claiming through Sublessee) does not immediately surrender the Subleased Premises or any portion thereof upon the expiration or earlier termination of the Term, then the rent payable by Sublessee shall be increased to two (2) times then-applicable base rent for the Subleased Premises as set forth in the Prime Lease. Such rent shall be fiscal year, or portion thereof, immediately preceding said holding over, computed by Sublessor and paid by Sublessee on a monthly basis for the time Tenant thus remains in possession .and, in addition, Tenant shall pay Landlord all damages, consequential as well as direct, sustained by reason of Tenant's holding over. Alternatively, at the election of Landlord expressed in a written notice to Tenant and not otherwise, such retention of possession 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 Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision constitute a renewal of this SubleaseLease for one (1) year; provided, Sublessor’s however, that Tenant shall pay Base Rent in an amount equal to the greater of 150% of the rate payable for the immediately preceding fiscal year, or portion thereof or 150% of the then current market rate as determined by Landlord, and Tenant shall continue to make all other payments required under this Lease, including, without limitation, operating Cost Share Rent and Tax Share Rent. Neither the acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remediesby the Landlord after termination, including Sublessor’s right to evict Sublessee and 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 nor the provisions of the Term, and nothing contained herein this section: (i) shall be construed as, or operate as, a renewal or as a waiver of Landlord's right of re-entry or right to constitute Sublessor’s consent to regain possession by actions at law or in equity or by any holdover other right or to give Sublessee remedy hereunder, or (ii) shall be construed as, or operate as, a waiver of any other right with respect theretoor remedy of Landlord.

Holdover. If Sublessee fails Tenant remains in possession of all or any part of the Premises after the expiration of the Term or the earlier termination of this Lease with Landlord’s prior written consent, such holdover shall be for the period and at the rent agreed upon by Landlord and Tenant. If Tenant remains in possession of all or any part of the Premises after the expiration of the Term or the earlier termination of this Lease without Landlord’s prior written consent, the tenancy shall be a month to month tenancy only and shall not constitute a renewal or extension for any further term, regardless of whether Landlord shall accept Rent for any such period. In such event, Base Rent shall be increased in an amount equal to one hundred twenty-five percent (125%) of the Base Rent during the last month of the Term (including any extensions), and any other sums due under this Lease shall be payable in the amount, and at the times, specified in this Lease. The tenancy shall be subject to every other term, condition, covenant and agreement contained in this Lease, except that any renewal or extension option or right of first negotiation in favor of Tenant shall not be applicable. No such increase shall impair Landlord’s other rights and remedies against Tenant by reason of such holding over by Tenant, and Tenant shall vacate the Premises immediately upon Landlord’s request. In addition to the foregoing, if Tenant remains in possession of all or any part of the Premises without Landlord’s prior written consent, Tenant shall indemnify, defend and hold Landlord harmless from and against all claims incurred by or asserted against Landlord and arising directly or indirectly from Tenant’s failure to timely surrender the Subleased Premises, including but not limited to (i) any rent payable by or any loss, cost, or damages claimed by any new tenant of the Premises or any portion thereof, and (ii) Landlord’s damages as a result of any prospective tenant rescinding or refusing to enter into the prospective lease of the Premises or any portion thereof at the expiration or earlier termination by reason of the Term, then it will be conclusively presumed that the value such failure to Sublessee of remaining in possession, and the loss that will be suffered by Sublessor as a result thereof, far exceed the Rent and additional rent that would have been payable had the Term continued during such holdover period. Therefore, if Sublessee (or anyone claiming through Sublessee) does not immediately timely surrender the Subleased Premises or any portion thereof upon the expiration or earlier termination of the Term, then the rent payable by Sublessee shall be increased to two (2) times then-applicable base rent for the Subleased Premises as set forth in the Prime Lease. Such rent shall be computed by Sublessor and paid by Sublessee 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 Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision of this Sublease, Sublessor’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and 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 Term, and nothing contained herein shall be construed to constitute Sublessor’s consent to any holdover or to give Sublessee any right with respect theretoPremises.

Holdover. If Sublessee fails to surrender 14.01 In the event Subtenant shall hold over after the expiration of the Term, the parties hereby agree that Subtenant’s occupancy of the Subleased Premises after the expiration of the Term shall be upon all of the terms set forth in this Sublease except that Subtenant shall pay as a use and occupancy charge for the holdover period an amount equal to the higher of (A) an amount equal to 150% of the pro rata Fixed Rent and 100% of all additional rent payable by Subtenant during the Term; or any (B) an amount equal to the then market rental value for the Subleased Premises. 14.02 Notwithstanding the foregoing, if Subtenant exercise the its option to extend the Term for the Renewal Period and subsequently holds over in all or a portion thereof at of the Subleased Premises after the expiration or earlier termination of the Term, then it will Subtenant acknowledges that Sublandlord may be conclusively presumed that required to pay holdover damages to Landlord, including, without limitation, a holdover rental based on the value to Sublessee of remaining in possession, and the loss that will be suffered by Sublessor as a result thereof, far exceed the Rent fixed rent and additional rent that would have been payable had under the Term continued during such holdover period. Therefore, if Sublessee Underlying Lease with respect to the entire Premises (or anyone claiming through Sublessee) does and not immediately surrender limited solely to the portion of the Subleased Premises or any portion thereof upon the expiration or earlier termination of the Termoccupied by Subtenant) and indemnity obligations, then the rent payable by Sublessee shall be increased to two (2) times then-applicable base rent for the Subleased Premises in each case as more particularly set forth in Article 62 of the Prime Lease. Such rent shall be computed Underlying Lease (a copy of which is attached hereto and has been reviewed by Sublessor and paid by Sublessee 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 Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENTSubtenant) (collectively, MARKED BY BRACKETS“Holdover Damages”), HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933and, AS AMENDED. provision of this Subleaseaccordingly, Sublessor’s acceptance of such rent shall not agrees that, in any manner adversely affect Sublessor’s addition to all other rights and remediesremedies of Sublandlord hereunder or at law or in equity (but without duplication), including Sublessor’s right Subtenant shall be liable to evict Sublessee and Sublandlord for all Holdover Damages incurred by Sublandlord to recover all damages. Any Landlord arising solely out of any such holdover by Subtenant. Subtenant shall pay to Sublandlord the Holdover Damages upon ten (10) days written demand, in full without setoff, and no extension or renewal of this Sublease shall be deemed to have occurred by such holding over, nor shall Sublandlord be a tenancy at sufferance precluded by accepting such aggregate sum for use and not a tenancy at will or tenancy occupancy from month exercising all rights and remedies available to monthit to obtain possession of the Subleased Premises. In no event shall any holdover be deemed a permitted extension or renewal the Holdover Damages payable by Subtenant to Sublandlord exceed the amount of damages payable by Sublandlord to Landlord under the Term, and nothing contained herein shall be construed to constitute Sublessor’s consent to any holdover or to give Sublessee any right with respect theretoUnderlying Lease.

Holdover. If Sublessee fails to surrender Tenant (or anyone claiming through Tenant) shall remain in occupancy of the Subleased Premises or any portion part thereof at after the expiration or earlier termination of the Term, then it will be conclusively presumed that then, without limiting Landlord’s other rights and remedies, the value to Sublessee of person remaining in possessionpossession shall be deemed a tenant at sufferance, and Tenant shall thereafter pay to Landlord monthly rent (pro-rated for such portion of any partial month as Tenant shall remain in possession) at a rate equal to 125% for up to the loss that will be suffered by Sublessor as a result thereof, far exceed the Rent and additional rent that would have been payable had the Term continued during first thirty (30) days of such holdover period(and 150% for any holdover period thereafter) of the greater of (a) the Base Rent applicable to the Premises during the last monthly period immediately preceding such expiration or termination or (b) the fair market rent for the Premises (on a so-called “triple net” basis), in each case with all Additional Rent also payable as provided in this Lease. Therefore, if Sublessee (The foregoing provisions shall not serve as permission for Tenant or anyone claiming through Sublessee) does not immediately by, through, or under Tenant to holdover, nor serve to extend the Term (although Tenant shall remain bound to comply with all provisions of this Lease until Tenant vacates the Premises), and Landlord shall have the right at any time after the expiration or earlier termination of this Lease to enter and possess the Premises and remove all property and persons therefrom or to require Tenant to surrender possession of the Subleased Premises or any portion thereof as provided in this Lease upon the expiration or earlier termination of the Term. If, then within sixty (60) days after the rent payable by Sublessee shall be increased expiration or earlier termination of this Lease, Tenant fails to two (2) times then-applicable base rent for vacate and surrender the Subleased Premises as set forth in required under this Lease, Tenant shall indemnify, defend and hold harmless Landlord from all costs, loss, expense or liability directly and proximately arising from such failure, including, without limitation, claims made by any succeeding tenant and real estate brokers’ claims and attorneys’ fees. If so requested by Tenant by written notice given to Landlord within twelve (12) months prior to the Prime Lease. Such rent shall be computed by Sublessor and paid by Sublessee on a monthly basis and shall be payable on the first last day of such holdover period and the first day of each calendar month thereafter during such holdover period until the Subleased Premises Term (as it may have been vacatedextended), Landlord shall advise Tenant whether all or part of the Premises has been leased with respect to the period following such expiration date. Notwithstanding No acceptance by Landlord of any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision Rent during or for any period following the expiration or termination of this Sublease, Sublessor’s acceptance of such rent Lease shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and to recover all damages. Any such holdover shall operate or 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 construed as an extension or renewal of this Lease. The provisions of this Section 14.8 shall survive the Term, and nothing contained herein shall be construed to constitute Sublessor’s consent to any holdover termination or to give Sublessee any right with respect theretoearlier expiration of this Lease.

Holdover. If Sublessee fails to surrender Tenant shall hold possession of the Subleased Premises or any portion thereof at demised premises after the expiration of the term of this Lease or earlier the prior termination of the Term, then it will be conclusively presumed that the value to Sublessee of remaining in possessionthis Lease, and the loss Lease is not renewed or a new lease is not entered into between the parties, the parties hereby agree that will be suffered by Sublessor as a result thereof, far exceed Tenant's occupancy of the Rent and additional rent that would have been payable had the Term continued during such holdover period. Therefore, if Sublessee (or anyone claiming through Sublessee) does not immediately surrender the Subleased Premises or any portion thereof upon demised premises after the expiration of the term or earlier prior termination of the Term, then the rent payable by Sublessee this Lease shall be increased to two (2) times then-applicable base rent for the Subleased Premises as set forth in the Prime Lease. Such rent shall be computed by Sublessor and paid by Sublessee on deemed that of a monthly basis and shall be payable trespasser commencing on the first day after the expiration of such holdover period and the first day term or prior termination of each calendar month thereafter during such holdover period until the Subleased Premises have been vacatedthis Lease. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision of this Sublease, Sublessor’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and to recover all damages. Any such holdover the fact that Tenant 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 trespasser, after the expiration of the Termterm or prior termination of this Lease, Tenant shall continue to be fully responsible for the faithful performance by Tenant of all of the terms set forth in this Lease, except Tenant shall pay on the first day of each month after the expiration or sooner termination of this Lease for use and nothing occupancy of the demised premises an amount equal to the higher of (i) an amount equal to three times the sum of (a) the monthly installment of basic annual rent payable by Tenant during the last year of the original term of this Lease (i.e., the year immediately prior to the holdover period) plus (b) all monthly installments of additional rent payable by Tenant pursuant to the terms of this Lease that would have been billable monthly by Landlord had the term of the Lease not expired; or (ii) an amount equal to the then market rental value of the demised premises as shall be established by Landlord giving notice to Tenant of Landlord's good faith estimate of such market rental value. Tenant shall occupy the demised premises during the holdover period in its "as is" condition as of the expiration of the term or prior termination of this Lease and Landlord shall not be required to perform any work, furnish any materials or make any repairs within the demised premises during the holdover period. Nothing contained herein in this Lease shall be construed as a consent by Landlord to constitute Sublessor’s consent the possession by Tenant of the demised premises beyond the expiration of the term or prior termination of this Lease, and Landlord, upon said expiration of the term or prior termination of this Lease shall be entitled to the benefits of all legal remedies that may now be in force or may hereafter be enacted relating to immediate repossession of the demised premises by Landlord and in addition Landlord shall be entitled to recover any holdover or and all damages, direct and/or consequential, sustained by Landlord (including but not limited to give Sublessee special damages) as a result of Tenant's holdover, which recovery of damages shall be distinguished from and not be offset by any right with respect theretopayment made by Tenant for the use and occupancy of the demised premises.

Holdover. If Sublessee fails to surrender In the Subleased event that Subtenant holds possession of the Premises or any portion part thereof at after the expiration of the Term or earlier sooner termination of the Termthis Sublease, then it will be conclusively presumed that the value to Sublessee by lapse of remaining in possessiontime or otherwise, and the loss that will be suffered by Sublessor as a result thereofSubtenant shall pay Sublandlord, far exceed the Rent and additional rent that would have been payable had the Term continued during such holdover period. Therefore, if Sublessee for each month (or anyone claiming through Sublesseeportion thereof) does not immediately surrender Subtenant remains in possession of the Subleased Premises or any portion thereof upon the expiration or earlier termination part thereof, one hundred fifty percent (150%) of the Term, then amount of the rent payable by Sublessee shall be increased to two (2) times then-applicable base rent Fixed Rent due under the Prime Lease for the Subleased Premises as set forth last month prior to the date of such termination or expiration, plus one hundred percent (100%) of any applicable Additional Rent due under the Prime Lease (using the base year of calendar year 2010). Subtenant shall also pay all damages sustained by Sublandlord from any loss or liability resulting from such holding over and delay in surrender, including any liabilities of Sublandlord under Section 18.2 of the Prime Lease. Such rent No holding-over by Subtenant, nor the payment to Sublandlord of the amounts specified above, shall operate to extend the Term. Nothing herein contained shall be computed by Sublessor and paid by Sublessee on a monthly basis and shall be payable on deemed to permit Subtenant to retain possession of the first day Premises after the expiration of such holdover period and the first day of each calendar month thereafter during such holdover period until the Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision Term or sooner termination of this Sublease, Sublessor’s and no acceptance by Sublandlord of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and to recover all damages. Any such holdover payments from Subtenant after the expiration of the Term or sooner termination of this Sublease shall be deemed to be a tenancy at sufferance and other than on account of the amount to be paid by Subtenant in accordance with the provisions of this Section. The provisions of this Section shall not a tenancy at will or tenancy from month to month. In no event shall any holdover be deemed a permitted extension to waive any of Sublandlord’s rights or renewal of the Term, and nothing in any way affect Sublandlord’s other remedies contained herein shall be construed to constitute Sublessor’s consent to any holdover or to give Sublessee any right with respect theretootherwise available.

Holdover. If Sublessee fails to surrender Tenant remains in possession of the Subleased Premises or any portion thereof at after the expiration or earlier termination of this Lease with the Termexpress written consent of Landlord, then it will Tenant’s occupancy shall be conclusively presumed that a month-to-month tenancy at a rent agreed upon by Landlord and Tenant provided, however, if Landlord consents to the value to Sublessee holdover in writing, but the consent does not confirm in writing the rent during the holdover, the rent during the holdover shall be one hundred fifty percent (150%) of remaining in possession, and the loss that will be suffered by Sublessor as a result thereof, far exceed the Base Monthly Rent and additional rent one hundred percent (100%) of the payments due under Paragraph 4.2 above during the last full month prior to the date of the expiration of this Lease. 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 have been payable had the Term continued during such holdover period. Thereforeany renewal options, if Sublessee (or anyone claiming through Sublessee) does not immediately surrender the Subleased Premises expansion options, rights of first refusal, rights of first negotiation or any portion thereof upon other rights or options pertaining to additional space in the Building contained in this Lease shall be deemed to have terminated and shall be inapplicable thereto. Landlord’s acceptance of rent after such holding over with Landlord’s written consent shall not result in any other tenancy or in a renewal of the original term of this Lease. If Tenant remains in possession of the Premises after the expiration or earlier termination of the Termthis Lease without Landlord’s consent, then the rent payable by Sublessee Tenant’s continued possession shall be increased to two (2) times then-applicable base rent for the Subleased Premises as set forth in the Prime Lease. Such rent shall be computed by Sublessor and paid by Sublessee on a monthly basis and shall be payable on the first day basis of such holdover period and the first day of each calendar month thereafter during such holdover period until the Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision of this Sublease, Sublessor’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and 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 Tenant shall any holdover be deemed a permitted extension or renewal pay as Base Monthly Rent and rent under Paragraph 4.2 of the TermLease during the holdover period an amount equal to the greater of (i) one hundred fifty percent (150%) of the fair market rental (as reasonably determined by Landlord) for the Premises or (ii) two hundred percent (200%) of the Base Monthly Rent and payments due under Paragraph 4.2 of the Lease for the last full month prior to the date of such expiration or termination. Tenant shall indemnify, defend and hold Landlord harmless from and against all Claims incurred by or asserted against Landlord and arising directly or indirectly from Tenant’s failure to timely surrender the Premises, including but not limited to (i) any rent payable by or any loss, cost, or damages, including lost profits, claimed by any prospective tenant of the Premises or any portion thereof, and nothing contained herein shall be construed (ii) Landlord’s damages as a result of such prospective tenant rescinding or refusing to constitute Sublessor’s consent enter into the prospective lease of the Premises or any portion thereof by reason of such failure to any holdover or to give Sublessee any right with respect theretotimely surrender the Premises.

Holdover. If Sublessee fails to surrender the Subleased Tenant or any person claiming through the Tenant shall retain possession of the Premises or any portion part thereof at after the expiration or earlier termination of the TermTerm and if Landlord shall have consented to such continuation of possession, then it will such possession shall be conclusively presumed (unless the parties hereto shall otherwise have agreed in writing) deemed to be under a month-to-month tenancy which shall continue until either party shall notify the other in writing, at least 30 days prior to the end of any calendar month, that the value party giving such notice elects to Sublessee terminate such tenancy at the end of remaining such calendar month, in possessionwhich event such tenancy shall so terminate. Anything contained in the foregoing provisions of this paragraph to the contrary notwithstanding, the rental payable with respect to each such monthly period shall be 1/6 of the per annum Base Rent as adjusted in accordance with subparagraph 4(d) hereof and 1/9 of the loss that will be suffered by Sublessor as a result thereof, far exceed Tax Adjustment Amount and of the Rent and additional rent that Expense Adjustment Amount (both calculated in accordance with the provisions of Paragraph 4 hereof) which would have been payable had this Lease been renewed until the Term continued during end of the calendar year which includes such holdover periodmonth on the terms and conditions in effect immediately prior to the expiration or termination of the Term; and such month-to-month tenancy with Landlord's consent shall be upon the same terms and subject to the same conditions as those which are set forth in this Lease except as aforesaid. Therefore, if Sublessee (If Tenant or anyone any person claiming through Sublessee) does not immediately surrender Tenant shall retain possession of the Subleased Premises or any portion thereof upon part thereof, after the expiration or earlier termination of the Termterm or of Tenant's right of possession, then the rent payable by Sublessee and if such retention shall be increased without Landlord's consent, Tenant shall pay Landlord (a) for each month or portion thereof during which such possession continues, an amount equal to two the rental to be paid for each month pursuant to the foregoing provisions of this Paragraph when such possession is with Landlord's consent, plus all other sums which would have been payable hereunder had the term continued during such retention of possession and (2b) times then-applicable base rent for the Subleased Premises as set forth in the Prime Lease. Such rent shall be computed all other damages sustained by Sublessor and paid Landlord, whether direct or consequential, by Sublessee on a monthly basis and shall be payable on the first day reason of such holdover period retention of possession. During any such retention of possession without Landlord's consent, all of Tenant's obligations with respect to the use, occupancy and maintenance of the first day of each calendar month thereafter during such holdover period until the Subleased Premises have been vacatedshall continue. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision The provisions of this Sublease, Sublessor’s acceptance of such rent Paragraph shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and to recover all damages. Any such holdover shall be deemed to be limit or constitute a tenancy waiver of any other rights or remedies of Landlord provided herein or at sufferance law or in equity and not a tenancy at will applicable to unlawful retention of possession or tenancy from month to month. In no event shall any holdover be deemed a permitted extension or renewal of the Term, and nothing contained herein shall be construed to constitute Sublessor’s consent to any holdover or to give Sublessee any right with respect theretootherwise.

Holdover. Section 15.3 of the Original Lease is hereby deleted in its entirety and replaced with the following: “Unless Landlord expressly consents in writing to Tenant’s holding over, Tenant shall be unlawfully and illegally in possession of the Premises, whether or not Landlord accepts any rent from Tenant or any other person while Tenant remains in possession of the Premises without Landlord’s written consent. If Sublessee fails to surrender Tenant shall retain possession of the Subleased Premises or any portion thereof at without Landlord’s consent following the expiration of this Lease or sooner termination for any reason, then Tenant shall pay to Landlord for each day of such retention one hundred fifty percent (150%) of the amount of daily rental as of the last month prior to the date of expiration or earlier termination. Tenant shall also indemnify, defend, protect and hold Landlord harmless from any loss, liability or cost, including consequential and incidental damages and reasonable attorneys’ fees, incurred by Landlord resulting from delay by Tenant in surrendering the Premises, including, without limitation, any claims made by the succeeding tenant founded on such delay. Acceptance of rent by Landlord following expiration or earlier termination of this Lease, or following demand by Landlord for possession of the TermPremises, then it will be conclusively presumed that the value to Sublessee shall not constitute a renewal of remaining in possessionthis Lease, and the loss that will be suffered by Sublessor as a result thereof, far exceed the Rent and additional rent that would have been payable had the Term continued during such holdover periodnothing contained in this Section 15.3 shall waive Landlord’s right of reentry or any other right. ThereforeAdditionally, if Sublessee (or anyone claiming through Sublessee) does not immediately surrender the Subleased Premises or any portion thereof upon the expiration or earlier termination of this Lease, or following demand by Landlord for possession of the TermPremises, then Tenant has not fulfilled its obligation with respect to repairs and cleanup of the rent payable by Sublessee shall be increased to two (2) times then-applicable base rent for the Subleased Premises or any other Tenant obligations as set forth in this Lease, then Landlord shall have the Prime Lease. Such rent right to perform any such obligations as it deems necessary at Tenant’s sole cost and expense, and any time required by Landlord to complete such obligations shall be computed by Sublessor and paid by Sublessee on considered a monthly basis and shall be payable on the first day period of such holdover period holding over and the first day of each calendar month thereafter during such holdover period until the Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision terms of this Sublease, Sublessor’s acceptance Section 15.3 shall apply. The provisions of such rent this Section 15.3 shall not in survive any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and to recover all damages. Any such holdover shall be deemed to be a tenancy at sufferance and not a tenancy at will expiration or tenancy from month to month. In no event shall any holdover be deemed a permitted extension or renewal earlier termination of the Term, and nothing contained herein shall be construed to constitute Sublessor’s consent to any holdover or to give Sublessee any right with respect theretothis Lease.”

Holdover. If Sublessee fails to surrender the Subleased Premises Tenant remains in possession of all or any portion thereof at part of the Premises after expiration or earlier termination of the Term, then it will such tenancy shall be conclusively presumed that the value to Sublessee of remaining in possessionfrom month-to-month only, and the loss that will be suffered by Sublessor as not a result thereofrenewal hereof or an extension for any further term, far exceed the and in such event, Base Rent and additional rent that would have been payable had the Term continued during such holdover period. Therefore, if Sublessee (or anyone claiming through Sublessee) does not immediately surrender the Subleased Premises or any portion thereof upon the expiration or earlier termination of the Term, then the rent payable by Sublessee shall be increased to two (2) times then-applicable base rent for the Subleased Premises as set forth in the Prime Lease. Such rent shall be computed by Sublessor and paid by Sublessee on a monthly basis and due hereunder shall be payable on in an amount equal to 150% of the first day monthly installment of Base Rent paid during the last month of the Term of this Lease. Either party may terminate the tenancy referred to in this Section 3.3 upon providing the other party thirty (30) days advance written notice of such holdover period and the first day of each calendar month thereafter during such holdover period until the Subleased Premises have been vacatedparty’s intent to terminate this Lease. Notwithstanding In addition to any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENTliabilities to Landlord accruing therefrom, MARKED BY BRACKETSif Tenant fails to vacate the Premises within fifteen (15) days after Landlord notifies Tenant that Landlord has entered into a lease for the Premises or has received a bona fide offer to lease the Premises, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933then Tenant shall protect, AS AMENDEDdefend, indemnify and hold Landlord harmless from all loss, damages (direct, indirect and consequential), costs (including reasonable attorneys’ fees) and liability resulting from such failure, including any claims made by any succeeding tenant founded upon such failure to surrender, and any lost profits to Landlord resulting therefrom. provision No extension or renewal of this Sublease, Sublessor’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and to recover all damages. Any such holdover Lease shall be deemed to be have occurred by any holding over. Notwithstanding the foregoing, in the event that Tenant provides Landlord with six (6) months prior written notice, Tenant shall have the right to holdover beyond the expiration of the Term for a tenancy at sufferance and not a tenancy at will or tenancy from month period of up to monthsix (6) months without being in default (the “Notice Holdover Right”). In no the event that Tenant exercises the Notice Holdover Right, Tenant shall any pay Base Rent during the holdover be deemed a permitted extension or renewal term at the amount of the Base Rent payable on the last day of the Term and for the second three (3) months shall pay Base Rent at the rate of 125% of the Base Rent payable at the expiration of the Term, and nothing contained herein . Any holdover beyond the Notice Holdover Right period shall be construed subject to constitute Sublessor’s consent to any holdover or to give Sublessee any right with respect theretothe provisions of this Section 3.3.

Holdover. If Sublessee fails Effective on the Effective Date, the Sublease shall be amended to add the following as an additional paragraph at the end of Section 2 of the Sublease: In the event Subtenant or any party claiming by, through or under Subtenant holds over in the Premises following the expiration or termination of this Sublease without the consent of Sublandlord, Sublandlord may exercise any and all remedies available to it at law or in equity to recover possession of the Premises, and to recover damages, including without limitation, all damages payable by Sublandlord to Prime Landlord or any other person by reason of such holdover. Subtenant acknowledges that the Premises constitute only a part of the premises covered by the Prime Lease and that the damages for which Subtenant will be responsible shall include, without limitation, the entirety of all damages for which Sublandlord may be liable to Prime Landlord or others by reason of the failure of Sublandlord to surrender possession of the Subleased Premises premises covered by the Prime Lease upon expiration or termination thereof as the result of Subtenant’s breach of this Sublease. Without limiting the damages recoverable under the foregoing sentence, for any period that Subtenant or any party claiming by, through or under Subtenant remains in occupancy of all or any portion thereof at of the Premises after the expiration or earlier termination of the Term, then it will be conclusively presumed that the value to Sublessee of remaining in possession, and the loss that will be suffered by Sublessor as a result thereof, far exceed the Rent and additional rent that would have been payable had the Term continued during such holdover period. Therefore, if Sublessee (or anyone claiming through Sublessee) does not immediately surrender the Subleased Premises or any portion thereof upon the expiration or earlier termination of the Term, then the rent payable by Sublessee shall be increased to two (2) times then-applicable base rent for the Subleased Premises as set forth in the Prime Lease. Such rent shall be computed by Sublessor and paid by Sublessee 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 Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision of this Sublease, Sublessor’s acceptance Subtenant must pay, as minimum damages and not as a penalty, rental as follows: (a) for the first seven (7) days of any holdover period which occurs after the expiration or sooner termination of this Sublease, a rate equal to two hundred percent (200%) of the Base Rent payable by Subtenant under this Sublease immediately prior to such expiration or sooner termination (and Subtenant shall continue to be obligated to pay any additional rent shall not in which accrues during any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and to recover all damages. Any such holdover period); (b) for any period from and after the eighth (8th) day of any holdover period which occurs after the expiration or sooner termination of this Sublease, a rate equal to three hundred percent (300%) of the Base Rent payable by Subtenant under this Sublease immediately prior to the expiration or sooner termination of this Sublease (and Subtenant shall be deemed continue to be a tenancy at sufferance and not a tenancy at will or tenancy from month obligated to month. In no event shall pay any additional rent which accrues during any such holdover be deemed a permitted extension or renewal of the Term, and nothing contained herein shall be construed to constitute Sublessor’s consent to any holdover or to give Sublessee any right with respect theretoperiod).

Holdover. If Sublessee fails to surrender the Additional Subleased Premises or any portion thereof at the expiration or earlier termination of the Term, then it will be conclusively presumed that the value to Sublessee of remaining in possession, and the loss that will be suffered by Sublessor as a result thereof, thereof far exceed the Rent and additional rent that would have been payable had the Term continued during such holdover period. Therefore, if Sublessee (or anyone claiming through Sublessee) does not immediately surrender the Additional Subleased Premises or any portion thereof upon the expiration or earlier termination of the Term, then the rent payable by Sublessee shall be increased to two (2) times then-then applicable base rent for the Additional Subleased Premises as set forth in the Prime Lease. Such rent shall be computed by Sublessor and paid by Sublessee 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 Additional Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision of this Sublease, Sublessor’s 's acceptance of such rent shall not in any manner adversely affect Sublessor’s 's other rights and remedies, including Sublessor’s 's right to evict Sublessee and 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 Term, and nothing contained herein shall be construed to constitute Sublessor’s 's consent to any holdover or to give Sublessee any right with respect thereto.

Holdover. If Sublessee 21.1 Subtenant hereby acknowledges and agrees that the damage to Sublandlord resulting from any failure by Subtenant to timely surrender possession of the Sublet Premises to Sublandlord will be harmful to Sublandlord, and is impossible to accurately measure. Accordingly, if Subtenant fails to surrender the Subleased Premises or any portion thereof at the expiration or earlier termination deliver possession of the Term, then it will be conclusively presumed that the value Sublet Premises to Sublessee of remaining in possessionSublandlord as, and the loss that will be suffered by Sublessor as a result thereofwhen, far exceed the Rent and additional rent that would have been payable had the Term continued during such holdover period. Thereforerequired hereunder, if Sublessee (or anyone claiming through Sublessee) does not immediately surrender the Subleased Premises or any portion thereof upon the expiration or earlier termination of the TermSublease, then in addition to any other rights or remedies Sublandlord may have hereunder, in equity, or at law, Subtenant shall pay to Sublandlord, on account of use and occupancy of the rent Sublet Premises, for each month, or portion thereof, that Subtenant continues to hold over in the Sublet Premises, a sum equal to the greater of (x) 150% of the aggregate of the Rent payable by Sublessee shall be increased Subtenant to two (2) times then-applicable base rent Sublandlord for the Subleased month immediately preceding the expiration or earlier termination of the Sublease, (y) the aggregate amount payable by Sublandlord to Landlord for the Sublet Premises as set forth in for the corresponding period, if Sublandlord is not deemed a holdover under the Prime Lease. Such rent shall be computed by Sublessor and paid by Sublessee 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 Lease during such corresponding period, or (z) the aggregate amount payable by Sublandlord to Landlord for the Demised Premises for the corresponding period, if Sublandlord is deemed a holdover period until under the Subleased Prime Lease during such period, as a result of Subtenant’s failure to timely vacate the Sublet Premises have been vacated. Notwithstanding upon the expiration or earlier termination of the Sublease (notwithstanding other occupants of the Demised Premises may likewise holdover). 21.2 Subtenant hereby indemnifies and holds Sublandlord harmless from, and against, any, and all, liability, including, without limitation, for any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENTconsequential damages, MARKED BY BRACKETSarising from, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933or in connection with, AS AMENDED. provision Sublandlord being deemed a holdover under the Prime Lease as a result of Subtenant’s failure to surrender the Sublet Premises in accordance with the terms of this Sublease, Sublessorincluding, without limitation, for any claims, damages, judgments, reasonable attorney’s acceptance of such rent shall not fees, costs, and expenses, to be incurred in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and to recover all damagesconnection therewith. Any such holdover Nothing contained in Section 21.1 shall be deemed to be a tenancy at sufferance and not a tenancy at will preclude or tenancy limit Sublandlord’s recovery from month to month. In no event shall any holdover be deemed a permitted extension or renewal Subtenant of the Termmaximum amount permitted under any statute, and nothing contained herein in equity, or at law, to which Sublandlord may be entitled. The terms of this Article 21 shall be construed to constitute Sublessor’s consent to any holdover survive the Expiration Date or to give Sublessee any right with respect theretoearlier termination of the Sublease.

Holdover. If Sublessee fails to surrender the Subleased Premises or any portion thereof at Landlord agrees in writing that Tenant may hold over after the expiration or earlier termination of this Lease, and Landlord and Tenant do not otherwise agree in writing on the Termterms of such holding over, then it will the hold over tenancy shall be conclusively presumed that the value subject to Sublessee of remaining in possessiontermination by Landlord at any time upon not less than ten (10) days advance written notice, or by Tenant at any time upon not less than thirty (30) days advance written notice, and all of the loss other terms and provisions of this Lease shall be applicable during that will be suffered by Sublessor period, except that for the first three months of such holding over, Tenant shall pay Landlord from time to time, upon demand, as Base Rent for the period of any such holding over, an amount equal to 150% of the Base Rent in effect on the termination date, computed on a result thereofdaily basis for each day of the holding over period, far exceed and for any period thereafter, an amount equal to 200% of the Base Rent in effect on the termination date, computed on a daily basis for each day of the period of the holding over. Such payment shall not release the Tenant from Tenant’s obligation to pay Additional Rent and additional rent that would have been payable had the Term continued during such holdover periodany other sums due under this Lease. ThereforeNo holding over by Tenant, whether with or without consent of Landlord, shall operate to extend this Lease except as otherwise expressly agreed by Landlord in writing. The foregoing notwithstanding, if Sublessee (or anyone claiming through Sublessee) Landlord does not immediately surrender the Subleased Premises or any portion thereof upon agree in writing that Tenant may hold over after the expiration or earlier termination of this Lease, Tenant shall pay the Termdaily Base Rent, then Additional Rent and other sums during the rent payable by Sublessee shall be increased to two (2) times then-applicable base rent for the Subleased Premises period of such holding over as set forth in the Prime Lease. Such rent above, and Landlord shall be computed by Sublessor entitled to pursue all remedies at law and paid by Sublessee on a monthly basis in equity to which Landlord is entitled, including, without limitation, rights to ejectment 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 Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision of this Sublease, Sublessor’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and 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 Term, and nothing contained herein shall be construed to constitute Sublessor’s consent to any holdover or to give Sublessee any right with respect thereto.

Holdover. If The holdover provisions set forth in Paragraph 14 of the Master Lease shall apply to any holding over by Sublessee after the expiration of the initial Term of this Sublease; provided that the holdover rent shall be based upon the Monthly Base Rent payable by Sublessee under this Sublease and not the “Monthly Base Rent” payable by Sublandlord under the Master Lease. Notwithstanding the foregoing, if Sublessee exercises its option to renew this Sublease until the expiration date of the Master Lease, the parties hereby acknowledge that if Sublessee fails to surrender the Subleased Premises to Sublessor by the expiration date of the Master Lease (or any portion thereof at the earlier termination of this Sublease during the Extension Term, as defined in Paragraph 3(b) above), Sublessor will be obligated to pay Master Lessor holdover rent based upon the “Monthly Base Rent” reserved under the Master Lease, which Monthly Base Rent is significantly greater than the Monthly Base Rent reserved hereunder. Accordingly, in the event that Sublessee does not surrender the Premises by the expiration date of the Master Lease (or earlier termination of this Sublease during the Extension Term) in accordance with Paragraph 17 hereof, Sublessee shall indemnify, defend, protect and hold harmless Sublessor from and against all costs, loss and liability resulting from Sublessee’s delay in surrendering the Premises and pay Sublessor holdover rent as provided in Paragraph 14 of the Master Lease, except that such holdover rent shall be equal to the amount of holdover rent payable by Sublessor under the Master Lease. The indemnification set forth in this Paragraph shall survive the expiration or earlier termination of the Term, then it will be conclusively presumed that the value to Sublessee of remaining in possession, and the loss that will be suffered by Sublessor as a result thereof, far exceed the Rent and additional rent that would have been payable had the Term continued during such holdover period. Therefore, if Sublessee (or anyone claiming through Sublessee) does not immediately surrender the Subleased Premises or any portion thereof upon the expiration or earlier termination of the Term, then the rent payable by Sublessee shall be increased to two (2) times then-applicable base rent for the Subleased Premises as set forth in the Prime Lease. Such rent shall be computed by Sublessor and paid by Sublessee 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 Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision of this Sublease, Sublessor’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and 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 Term, and nothing contained herein shall be construed to constitute Sublessor’s consent to any holdover or to give Sublessee any right with respect thereto.

Holdover. If Sublessee fails to surrender the Additional Subleased Premises or any portion thereof at the expiration or earlier termination of the Term, then it will be conclusively presumed that the value to Sublessee of remaining in possession, and the loss that will be suffered by Sublessor as a result thereof, far exceed the Rent and additional rent that would have been payable had the Term continued during such holdover period. Therefore, if Sublessee (or anyone claiming through Sublessee) does not immediately surrender the Additional Subleased Premises or any portion thereof upon the expiration or earlier termination of the Term, then the rent payable by Sublessee shall be increased to two (2) times then-applicable base rent for the Additional Subleased Premises as set forth in the Prime Lease. Such rent shall be computed by Sublessor and paid by Sublessee 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 Additional Subleased Premises have been vacated. Notwithstanding any other provision of this Sublease, Sublessor’s [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision of this Sublease, Sublessor’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and 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 Term, and nothing contained herein shall be construed to constitute Sublessor’s consent to any holdover or to give Sublessee any right with respect thereto.

Holdover. If Sublessee fails to surrender (a) In the Subleased Premises or any portion thereof at event Tenant shall hold over after the expiration or earlier termination of the Termterm of this lease, then it will the parties hereby agree that Tenant's occupancy of the demised premises after the expiration of the term of this lease shall be conclusively presumed that upon all of the value terms set forth in this lease, except Tenant shall pay as rent for the holdover period an amount equal to Sublessee the higher of remaining in possession, (A) an amount equal to one and one-half (1 1/2) times the loss that will be suffered sum of (1) the pro rata fixed rent payable by Sublessor as a result thereof, far exceed Tenant during the Rent last year of the term of this lease and (2) all monthly installments of additional rent payable by Tenant pursuant to the terms of this lease that would have been payable billable monthly by Landlord had the Term continued during such holdover period. Therefore, if Sublessee term of this lease not expired; or (or anyone claiming through SublesseeB) does not immediately surrender an amount equal to the Subleased Premises or any portion thereof upon then-market rental value for the expiration or earlier termination of the Term, then the rent payable by Sublessee demised premises as shall be increased established by Landlord giving notice to two (2) times then-applicable base rent for the Subleased Premises as set forth in the Prime Lease. Such rent shall be computed by Sublessor and paid by Sublessee on a monthly basis and shall be payable on the first day Tenant of Landlord's good faith estimate of such holdover period and the first day of each calendar month thereafter during such holdover period until the Subleased Premises have been vacatedmarket rental value. Notwithstanding Landlord's rights under this Article 56 shall not preclude it from invoking any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision remedy allowed under Article 18 of this Sublease, Sublessor’s acceptance of such rent shall not lease or at law or in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and to recover all damagesequity. Any such holdover Nothing herein contained shall be deemed to be a tenancy at sufferance and not a tenancy at will or tenancy from month permit Tenant to month. In no event shall any holdover be deemed a permitted extension or renewal retain possession of the Termdemised premises after the expiration of the term of the lease. (b) If Tenant shall hold over or remain in possession of any portion of the demised premises beyond the expiration of the term of this lease, and nothing contained herein notwithstanding the acceptance of any rent paid by Tenant pursuant to subsection 56(a) hereof, Tenant shall be construed subject not only to constitute Sublessor’s consent summary proceeding and all damages related thereto, but also to any holdover damages arising from lost opportunities (and/or new leases) by Landlord to re-let the demised premises (or any part thereof). All damages to give Sublessee Landlord by reason of such holding over by Tenant may be the subject of a separate action and need not be asserted by Landlord in any right with respect theretosummary proceedings against Tenant. (c) The provisions of this Article 56 shall survive the expiration of the term of this lease.

Holdover. Subtenant shall have no right to occupy the Subleased Premises, the Exclusive Use Areas or any portion thereof after the expiration of this Sublease or after termination of this Sublease or Subtenant’s right to possession. In the event Subtenant holds over, Subtenant shall pay Sublandlord monthly rent at a rate equal to one hundred fifty percent (150%) of the monthly Sublease Base Rent payable by Subtenant for the month immediately preceding said holding over (the “Base Holdover Rent”), computed on a per-month basis, for each month or part thereof (without reduction for any such partial month) that Subtenant remains in possession after the expiration of this Sublease or after termination of this Sublease or Subtenant’s right to possession. In addition to the Base Holdover Rent, Subtenant shall pay to Sublandlord an amount (the “Additional Holdover Rent”) calculated as follows: 8.1 If Sublessee fails Subtenant’s holdover of the Subleased Space is a result solely of Sublandlord’s failure to surrender vacate the Navistar Controlled Subleased Space and Subtenant has otherwise surrendered and vacated the FCA Controlled Subleased Space and the Exclusive Use Areas in compliance with this Sublease, Subtenant shall not be required to pay Base Holdover Rent or Additional Holdover Rent; 8.2 If Subtenant holds over in any portion of the Subleased Premises or the Exclusive Use Areas and Sublandlord is not otherwise in holdover of any portion thereof at the expiration or earlier termination of the TermPremises, then it will be conclusively presumed that Subtenant shall pay Additional Holdover Rent equal to (A) any amount Sublandlord is required to pay to Master Landlord under the value to Sublessee of remaining in possession, and the loss that will be suffered by Sublessor Master Lease as a result thereof, far exceed the Rent and additional rent that would have been payable had the Term continued during such holdover period. Therefore, if Sublessee (or anyone claiming through Sublessee) does not immediately surrender the Subleased Premises or any portion thereof upon the expiration or earlier termination of the Term, then the rent payable by Sublessee shall be increased to two (2) times then-applicable base rent for the Subleased Premises as set forth in the Prime Lease. Such rent shall be computed by Sublessor and paid by Sublessee on a monthly basis and shall be payable on the first day of such holdover period pursuant to Section 17.3 of the Master Lease, less (B) the amount of the Base Holdover Rent that Subtenant is required to pay Sublandlord in accordance with this Section; and 8.3 If Subtenant and Sublandlord are both holding over in the first day Subleased Premises, the Exclusive Use Areas or the Remaining Space, as applicable, Subtenant shall pay Additional Holdover Rent equal to (A) Subtenant’s Proportionate Share of each calendar month thereafter during the amount that Sublandlord is required to pay to Master Landlord under the Master Lease as a result of such holdover pursuant to Section 17.3 of the Master Lease, less (B) the amount of the Base Holdover Rent that Subtenant is required to pay Sublandlord in accordance with this Section. To the extent any portion of the Additional Holdover Rent payable under this Section 8.3 is incurred and allocable only to a portion of the holdover period until of Sublandlord or Subtenant after the Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENTparty has otherwise fully surrendered and vacated the Premises, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision of this Sublease, Sublessor’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and to recover all damages. Any such holdover the Additional Holdover Rent 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 Term, and nothing contained herein shall be construed to constitute Sublessor’s consent to any holdover or to give Sublessee any right with respect theretoequitably adjusted.

Holdover. If Sublessee Tenant fails to surrender the Subleased Premises or any portion thereof at the expiration or earlier termination end of the Term, then it will be conclusively presumed that at Landlord’s option the value Tenant shall become a month-to-month tenant subject to Sublessee of remaining in possession, and the loss that will be suffered by Sublessor as a result thereof, far exceed the Rent and additional rent that would have been payable had the Term continued during such holdover period. Therefore, if Sublessee (or anyone claiming through Sublessee) does not immediately surrender the Subleased Premises or any portion thereof upon the expiration or earlier termination all of the Termterms and conditions hereof, then the rent payable by Sublessee except that Tenant shall be increased to two (2) times then-applicable base rent for the Subleased Premises as set forth in the Prime Lease. Such rent shall be computed by Sublessor and paid by Sublessee on a monthly basis and shall be payable on the first day account of such holdover period and tenancy pay in advance on the first day of each calendar month thereafter month, without demand therefor, a monthly rental equal to the greater of (i) two hundred percent (200%) of the aggregate amount of Base Rent plus Rent Adjustments in effect immediately preceding the end of the Lease Term, or (ii) the fair market rental value of the Premises, prorated on a monthly basis; provided that, notwithstanding the foregoing, during the first (1st) ninety (90) days of any such holdover period until monthly tenancy, Tenant shall pay a monthly rental equal to the Subleased Premises have been vacatedgreater of (i) one hundred fifty percent (150%) of the aggregate amount of Base Rent plus Rent Adjustments in effect immediately preceding the end of the Lease Term, or (ii) the fair market rental value of the Premises. Such tenancy may be terminated by either party upon thirty (30) days prior notice. During such tenancy Landlord may with respect to any default hereunder exercise all rights and remedies provided for herein. Notwithstanding the foregoing, any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision of this Sublease, Sublessortime 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 by any means permitted by law, TENANT HEREBY WAIVING ANY NOTICE TO QUIT; provided, however, that (i) Tenant shall pay Landlord as damages (but not as rent) the greater of the fair market value rent for the Premises or two (2) times (1.5 times, during the first 90 days of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and to recover holdover) the Base Rent plus all damages. Any such holdover shall be deemed to be a tenancy at sufferance and not a tenancy at will or tenancy from Additional Rent payable for the last month to month. In no event shall any holdover be deemed a permitted extension or renewal of the Term, for each month or portion thereof that Tenant remains in possession following the Expiration Date, and nothing contained herein (ii) Tenant shall be construed defend, indemnify and hold Landlord harmless from and against any and all claims, losses, liabilities or damages resulting from Tenant’s failure to constitute Sublessor’s consent to surrender possession of the Premises on the Expiration Date (including, but not limited to, claims made by any holdover or to give Sublessee any right with respect theretosucceeding tenant).

Holdover. 28.1 If Sublessee fails to surrender Tenant shall, without the Subleased Premises or any portion thereof at written consent of Landlord, hold over after the expiration or earlier termination of the Lease Term, then it will Tenant shall be conclusively presumed that the value deemed a tenant at sufferance, which tenancy may be terminated as provided by applicable state law. During any holdover tenancy (whether or not consented to Sublessee of remaining by Landlord), unless Landlord has otherwise agreed in possessionwriting, and in addition to any other legal or equitable claims or remedies then available to Landlord, Tenant agrees to pay to Landlord a charge equal to 150% of such monthly Rent for the loss that will be suffered by Sublessor as a result thereoffirst three (3) months of such holdover, far exceed and an amount equal to 200% of such monthly Rent for each full month after the Rent and third (3rd) full month of such holdover, plus in both cases, one hundred percent (100%) of the additional rent that which would have been payable had by Tenant for the entire period of such holdover. Such payments shall be made within ten (10) days after Landlord's demand, and in no event less often than once per month (in arrears). In the case of a holdover which has been consented to by Landlord, unless otherwise agreed to in writing by Landlord and Tenant, Tenant shall give to Landlord thirty (30) days prior written notice of any intention to quit the 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 in advance or the breach of any other covenant or the existence of a default. Upon expiration of the Lease Term continued during as provided herein, Tenant shall not be entitled to any notice to quit, the usual notice to quit being hereby expressly waived under such holdover period. Thereforecircumstances, if Sublessee (or anyone claiming through Sublessee) does not immediately and Tenant shall surrender the Subleased Premises or any portion thereof upon on the expiration or earlier termination last day of the Lease Term as provided in Section 26, above. 28.2 Provided Tenant is not then in Default, in the event Tenant notifies Landlord at least sixty (60) days prior to the scheduled expiration of the Lease Term that it is necessary for Tenant to holdover for a period not to exceed sixty (60) days after the scheduled expiration of the Lease Term, and provided Landlord has not, as of such date, entered into a Lease or a binding letter of intent (and/or is not then engaged in bona fide negotiations for such a lease or binding letter of intent) which requires Landlord either to deliver possession to the tenant thereunder, or to commence demolition, construction or other activity in the Premises, promptly after the scheduled expiration of the Lease Term, then the rent payable by Sublessee in such event Tenant shall be increased deemed to two (2) times then-applicable base rent for the Subleased Premises as set forth in the Prime Lease. Such rent shall be computed by Sublessor and paid by Sublessee 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 Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision granted permission from Landlord to remain in possession of the Premises for a period of sixty (60) days after scheduled date of expiration of this SubleaseLease, Sublessor’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and to recover all damages. Any such holdover which case Tenant shall be deemed to be occupying the Premises as a tenancy tenant for a term of sixty (60) days at sufferance a rental equal to the Rent herein provided and otherwise subject to all the conditions, provisions and obligations of this Lease, including, but not limited to, Tenant's obligation to pay Tenant's Share of Real Estate Taxes, Total Expenses and any other obligations constituting additional rent as set forth herein, adjusted as necessary or appropriate to make the same applicable to a tenancy sixty (60) day tenancy. The foregoing shall not constitute Landlord's consent for Tenant to engage in any holdover, except for such sixty (60) day period where Tenant provides Landlord with prior notice of such intended holdover at will least sixty (60) days prior to the scheduled date of Lease expiration under the specific circumstances described above. If at the time of such notice from Tenant to Landlord, Landlord has entered into a Lease or tenancy from month a binding letter of intent (or is engaged in bona fide negotiations for such a lease or binding letter of intent) which requires Landlord either to month. In no event deliver possession to the tenant thereunder, or to commence demolition, construction or other activity in the Premises, promptly after the scheduled expiration of the Lease Term, then Tenant shall any holdover not be deemed a permitted extension or renewal entitled to such permissive 60-day holdover, and shall promptly surrender possession of the Premises at the scheduled expiration of the Term, and nothing contained herein shall be construed to constitute Sublessor’s consent to any holdover or to give Sublessee any right with respect thereto.

Holdover. If Sublessee fails Tenant with Landlord’s consent remains in possession of the Premises after expiration of the Term or after the date in any notice given by Landlord to surrender Tenant terminating this Lease pursuant to ¶17. or ¶18., such possession by Tenant shall be deemed to be a month to month tenancy cancelable by either party on thirty (30) days written notice given at any time by either party and all provisions of this Lease, except those pertaining to Term, renewal options and Base Rent, shall apply and Tenant shall thereafter pay monthly Base Rent computed on a per-month basis, for each month or part thereof (without reduction for any partial month) that Tenant remains in possession, in an amount equal to one hundred fifty percent (150%) of the Subleased Premises or any portion thereof at Base Rent that was in effect for the last full calendar month immediately preceding expiration of the Term. If Tenant holds over after the expiration or earlier termination of the TermTerm hereof, then it will be conclusively presumed without the consent of Landlord, Tenant shall become a Tenant at sufferance only with a continuing obligation to pay Rent provided that the value to Sublessee Base Rent shall be one hundred fifty percent (150%) of remaining the Base Rent that was in possessioneffect for the last full calendar month immediately preceding expiration of the Term for the first thirty (30) days of such holdover, and two hundred percent (200%) of such Base Rent thereafter during the loss that will be suffered pendency of such holdover. Acceptance by Sublessor as a result thereof, far exceed the Landlord of Rent and additional rent that would have been payable had the Term continued during such holdover period. Therefore, if Sublessee (or anyone claiming through Sublessee) does not immediately surrender the Subleased Premises or any portion thereof upon the after expiration or earlier termination of the TermTerm shall not constitute a consent to a holdover hereunder or result in a renewal. The foregoing provisions of this ¶27 are in addition to and do not affect Landlord’s right of reentry or any rights of Landlord hereunder or as otherwise provided by law. If Tenant fails to surrender the Premises upon the expiration of this Lease despite demand to do so by Landlord, then the rent payable by Sublessee Tenant shall be increased to two (2) times then-applicable base rent for the Subleased Premises as set forth in the Prime Lease. Such rent shall be computed by Sublessor indemnify and paid by Sublessee on a monthly basis and shall be payable on the first day hold Landlord harmless from all loss or liability arising out of such holdover period and the first day of each calendar month thereafter during failure, including without limitation, any claim made by any succeeding tenant founded on or resulting from such holdover period until the Subleased Premises have been vacatedfailure to surrender. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. No provision of this Sublease, Sublessor’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and 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 Term, and nothing contained herein ¶27 shall be construed to constitute Sublessor’s as implied consent by Landlord to any holdover holding over by Tenant. Landlord expressly reserves the right to require Tenant to surrender possession of the Premises to Landlord as provided in this Lease upon expiration or other termination of this lease. The provisions of this ¶27 shall not be considered to give Sublessee any right with respect thereto.limit or constitute a waiver of

Holdover. If Sublessee fails Tenant remains in possession of all or any part of the Premises after the expiration of the Term or the earlier termination of this Lease with Landlord’s prior written consent, such holdover shall be for the period and at the rent agreed upon by Landlord and Tenant. If Tenant remains in possession of all or any part of the Premises after the expiration of the Term or the earlier termination of this Lease without Landlord’s prior written consent, the tenancy shall be a month to month tenancy only and shall not constitute a renewal or extension for any further term, regardless of whether Landlord shall accept Rent for any such period. In such event, and without prejudice to Landlord’s rights and remedies to evict Tenant, Base Rent shall be increased in an amount equal to one hundred twenty-five percent (125%) of the Base Rent during the last month of the Term (including any extensions), and any other sums due under this Lease shall be payable in the amount, and at the times, specified in this Lease. The tenancy shall be subject to every other term, condition, covenant and agreement contained in this Lease, except that any renewal or extension option or right of first negotiation in favor of Tenant shall not be applicable. No such increase shall impair Landlord’s other rights and remedies against Tenant by reason of such holding over by Tenant, and Tenant shall vacate the Premises immediately upon Landlord’s request. In addition to the foregoing, if Tenant remains in possession of all or any part of the Premises without Landlord’s prior written consent, Tenant shall indemnify, defend and hold Landlord harmless from and against all claims, actions, liabilities, damages, costs and expenses (including reasonable attorneys’ fees and other costs of suit) incurred by or asserted against Landlord and arising directly or indirectly from Tenant’s failure to timely surrender the Subleased Premises, including but not limited to (i) any rent payable by or any loss, cost, or damages claimed by any new tenant of the Premises or any portion thereof, and (ii) Landlord’s damages as a result of any prospective tenant rescinding or refusing to enter into the prospective lease of the Premises or any portion thereof at the expiration or earlier termination by reason of the Term, then it will be conclusively presumed that the value such failure to Sublessee of remaining in possession, and the loss that will be suffered by Sublessor as a result thereof, far exceed the Rent and additional rent that would have been payable had the Term continued during such holdover period. Therefore, if Sublessee (or anyone claiming through Sublessee) does not immediately timely surrender the Subleased Premises or any portion thereof upon the expiration or earlier termination of the Term, then the rent payable by Sublessee shall be increased to two (2) times then-applicable base rent for the Subleased Premises as set forth in the Prime Lease. Such rent shall be computed by Sublessor and paid by Sublessee 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 Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision of this Sublease, Sublessor’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and 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 Term, and nothing contained herein shall be construed to constitute Sublessor’s consent to any holdover or to give Sublessee any right with respect theretoPremises.

Holdover. If Sublessee fails to surrender (a) In the Subleased Premises or any portion thereof at event Tenant shall hold over after the expiration or earlier termination of the Termterm of this lease, then it will be conclusively presumed the parties hereby agree that Tenant's occupancy of the value to Sublessee of remaining in possession, and the loss that will be suffered by Sublessor as a result thereof, far exceed the Rent and additional rent that would have been payable had the Term continued during such holdover period. Therefore, if Sublessee (or anyone claiming through Sublessee) does not immediately surrender the Subleased Premises or any portion thereof upon demised premises after the expiration or earlier termination of the Term, then the rent payable by Sublessee term of this lease shall be increased upon all of the terms set forth in this lease, except Tenant shall pay as rent for the holdover period an amount equal to the higher of (A) an amount equal to two (2) times then-applicable base rent for the Subleased Premises as set forth in the Prime Lease. Such rent shall be computed by Sublessor and paid by Sublessee on a monthly basis and shall be payable on the first day thirty (30) days of such holdover period (and thereafter at the first day rate of each calendar month thereafter three (3) times) the sum of (1) the pro rata fixed rent payable by Tenant during such holdover period until the Subleased Premises last year of the term of this lease and (2) all monthly installments of additional rent payable by Tenant pursuant to the terms of this lease that would have been vacatedbillable monthly by Landlord had the term of this lease not expired; or (B) an amount equal to the then-market rental value for the demised premises as shall be established by Landlord giving notice to Tenant of Landlord's good faith estimate of such market rental value. Notwithstanding Landlord's rights under this Article 53 shall not preclude it from invoking any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision remedy allowed under Article 18 of this Sublease, Sublessor’s acceptance of such rent shall not lease or at law or in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and to recover all damagesequity. Any such holdover Nothing herein contained shall be deemed to be a tenancy at sufferance and not a tenancy at will or tenancy from month permit Tenant to month. In no event shall any holdover be deemed a permitted extension or renewal retain possession of the Termdemised premises after the expiration of the term of the lease. (b) If Tenant shall hold over or remain in possession of any portion of the demised premises beyond the expiration of the term of this lease, and nothing contained herein notwithstanding the acceptance of any rent paid by Tenant pursuant to subsection 53(a) hereof, Tenant shall be construed subject not only to constitute Sublessor’s consent summary proceeding and all damages related thereto, but also to any holdover damages arising from lost opportunities (and/or new leases) by Landlord to re-let the demised premises (or any part thereof). All damages to give Sublessee Landlord by reason of such holding over by Tenant may be the subject of a separate action and need not be asserted by Landlord in any right with respect theretosummary proceedings against Tenant. (c) The provisions of this Article 53 shall survive the expiration of the term of this lease.

Holdover. If Sublessee fails Any occupancy of Premises by Concessionaire with the prior written consent of City after the Expiration Date shall be on a month to month basis with all provisions of this Agreement, including rent, fees charges, insurance policies, Security Deposits and Guarantees remaining in place until such time that City gives notice to Concessionaire to surrender the Subleased Premises. Notice to surrender premises will be provided in writing not less than thirty (30) days prior to the anticipated surrender date. Any occupancy of Premises by Concessionaire after the termination of this Agreement without the prior written approval of City constitutes a tenancy at sufferance on the same terms and conditions as this Agreement except rent and fees. Concessionaire must pay, Support Space Rent, Privilege Fee, the Concessions Services Fee and the Common Maintenance Services Fee for the entire holdover period for that portion of Premises where this Agreement has expired or been terminated at double (2x) the rate for that portion of the Premises during the immediately preceding Contract Year, together with all other fees payable under this Agreement. No occupancy of any portion of the Premises by Concessionaire after the expiration or other termination of this Agreement, without City’s prior written approval, extends the Term of such portion of the Premises, except as a month to month tenant as described above. City will notify Concessionaire in writing that the tenancy is at sufferance, thereafter, City may exercise all remedies provided in this Agreement, at law, or in equity, without further notice, to recover possession of the Premises or portion(s) thereof. In the event of such tenancy at sufferance, Concessionaire shall indemnify City against all damages arising out of the Concessionaire’s tenancy at sufferance, including but not limited to, any costs incurred by City to evict Concessionaire, regain possession of the Premises or any portion thereof at the expiration or earlier termination of the Term, then it will be conclusively presumed that the value to Sublessee of remaining in possessionportion(s) thereof, and the loss that will all insurance policies, Security Deposits, and Guarantees required to be suffered obtained and maintained by Sublessor as a result thereof, far exceed the Rent and additional rent that would have been payable had the Term continued during such holdover period. Therefore, if Sublessee (or anyone claiming through Sublessee) does not immediately surrender the Subleased Premises or any portion thereof upon the expiration or earlier termination of the Term, then the rent payable by Sublessee shall be increased to two (2) times then-applicable base rent for the Subleased Premises Concessionaire as set forth in the Prime Lease. Such rent this Agreement shall be computed by Sublessor continue in full force and paid by Sublessee 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 Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision of this Sublease, Sublessor’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and 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 Term, and nothing contained herein shall be construed to constitute Sublessor’s consent to any holdover or to give Sublessee any right with respect theretoeffect.

Holdover. If Sublessee fails to surrender the Subleased Premises Lessee remains in possession of all or any portion thereof at part of the Premises with Lessor’s prior written consent after the expiration or earlier termination of this Lease or of Lessee’s right to possession, such possession will constitute a month-to-month tenancy which may be terminated by either Lessor or Lessee upon thirty (30) days written notice and will not constitute a renewal or extension of the Lease Term. If Lessee remains in possession after such expiration or termination without Lessor’s prior written permission, such possession will constitute a tenancy-at-will terminable upon forty-eight (48) hours’ notice by Lessor and will not constitute a month-to-month tenancy nor a renewal or extension of the Lease Term. In the event of a month-to-month tenancy or tenancy-at-will under this Paragraph, Lessee’s Base Rent will be two hundred percent (200%) of the Base Rent payable during the last month of the Lease Term, any other sums due under this Lease will be payable in the amounts and at the times specified in this Lease, and all options, rights of refusal, expansions and/or renewals shall be null and void. Any tenancy under this Paragraph will be subject to every other term, condition and covenant contained in this Lease. Lessee agrees to defend, indemnify and hold Lessor harmless from any claim or cause of action arising out of related to the failure of Lessee to surrender possession of the Premises to Lessor upon the expiration of this Lease or upon any such termination. Notwithstanding the foregoing, Lessee has the one-time right to holdover for a period of one hundred eighty (180) days following the scheduled expiration of the Lease Term (but not after any termination of the TermLease or Lessee’s right of possession for any reason) at a Base Rent of one hundred ten percent (110%) of the final scheduled Base Rent hereunder; provided, then it will (i) Lessee must exercise this right by written notice given at least ninety (90) days prior to such scheduled Expiration Date, (ii) giving such notice obligates Lessee to the full one hundred eighty (180) day period, (iii) the notice shall not be conclusively presumed that the value to Sublessee of remaining in possessionvalid if given after a Default, and the loss that will be suffered by Sublessor as after a result thereof, far exceed the Rent and additional rent that would have been payable had the Term continued during such holdover period. Therefore, if Sublessee (or anyone claiming through Sublessee) does not immediately surrender the Subleased Premises or any portion thereof upon the expiration or earlier termination of the Term, then the rent payable by Sublessee shall be increased to two (2) times then-applicable base rent for the Subleased Premises as set forth in the Prime Lease. Such rent shall be computed by Sublessor and paid by Sublessee 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 Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision of this Sublease, Sublessor’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including SublessorLease or Lessee’s right to evict Sublessee and to recover all damages. Any such holdover shall be deemed to be a tenancy at sufferance and not a tenancy at will of possession for any reason or tenancy from month to month. In no event shall any holdover be deemed a permitted extension cause, or renewal after the giving of the Term, and nothing contained herein shall be construed to constitute Sublessor’s consent to any holdover or to give Sublessee any right with respect theretoan Expiration Notice.

Holdover. If Sublessee fails vacant and exclusive possession of the Premises is not surrendered to surrender Landlord on the Subleased Premises Expiration Date, then Tenant shall pay to Landlord on account of use and occupancy of the Premises, for each month (or any portion thereof at thereof) during which Tenant (or a Person claiming by, through or under Tenant) holds over in the expiration or earlier termination Premises after the Expiration Date, an amount equal to one hundred fifty percent (150%) of the aggregate Rental that was payable under this Lease during the last month of the Term, then it will be conclusively presumed except that Tenant shall pay an amount equal to two hundred percent (200%) of the value to Sublessee aggregate Rental that was payable under this Lease during the last month of remaining in possession, and the loss that will be suffered by Sublessor as a result thereof, far exceed the Rent and additional rent that would have been payable had the Term continued during for the period commencing on the thirtieth (30th) day of such holdover period. ThereforeLandlord’s right to collect such amount from Tenant for use and occupancy shall be in addition to any other rights or remedies that Landlord may have hereunder or at law or in equity (including, if Sublessee (or anyone claiming through Sublessee) does not immediately surrender the Subleased Premises or any portion thereof upon the expiration or earlier termination without limitation, Landlord’s right to recover Landlord’s damages from Tenant that derive from vacant and exclusive possession of the Term, then the rent payable by Sublessee shall be increased Premises not being surrendered to two (2) times then-applicable base rent for the Subleased Premises as set forth in the Prime Lease. Such rent shall be computed by Sublessor and paid by Sublessee on a monthly basis and shall be payable Landlord on the first day Expiration Date). Nothing contained in this Section 24.2 shall permit Tenant to retain possession of such holdover period and the first day Premises after the Expiration Date or limit in any manner Landlord’s right to regain possession of each calendar month thereafter during such holdover period until the Subleased Premises have been vacatedPremises, through summary proceedings or otherwise. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision of this Sublease, SublessorLandlord’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and to recover all damages. Any such holdover payments from Tenant after the Expiration Date 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 on account of the Term, and nothing contained herein shall amount to be construed to constitute Sublessor’s consent to any holdover or to give Sublessee any right paid by Tenant in accordance with respect theretothe provisions of this Article 24.

Holdover. 34.1 Tenant shall vacate the Premises upon the expiration of the Lease Term or earlier termination of this Lease and shall surrender possession thereof to Landlord in accordance with the terms hereof. 34.2 If Sublessee Tenant remains in possession of the Premises, or any portion thereof, after the expiration of the Lease Term or earlier termination of this Lease without the prior written consent of Landlord, such occupancy shall be deemed a month-to-month tenancy upon all the terms and conditions of this Lease except that Tenant shall pay Base Monthly Rent equal to one hundred fifty percent (150%) of the Base Monthly Rent payable by Tenant during the final month of the Lease Term on a per diem basis until possession is surrendered to Landlord. Acceptance by Landlord of Rent after such expiration of the Lease Term or earlier termination of this Lease shall not constitute consent to a holdover or result in an extension of this Lease and Tenant shall have no right, whether by purported exercise of any option granted hereunder or otherwise, to expand the Premises or extend the Lease Term. All options, rights of first refusal, and/or rights of first offer, if any, granted under the terms of this Lease shall be terminated and be of no further force or effect during such month-to-month tenancy. In the event that ▇▇▇▇▇▇ fails to surrender the Subleased Premises following the expiration of the Lease Term or earlier termination of this Lease and within thirty (30) days after Landlord notifies Tenant in writing that Landlord has entered into a binding commitment to delivery possession of the Premises to a succeeding tenant, Tenant shall be liable, and shall pay to Landlord within ten (10) days after demand, for all losses incurred by Landlord as a result of such holdover, and shall indemnify, defend and hold the Indemnitees harmless from and against all liabilities, damages, losses, claims, suits, costs and expenses (including reasonable attorneys’ fees and costs) arising from or relating to any portion thereof such holdover tenancy, including, without limitation, any claim for damages made by a succeeding tenant. Nothing herein shall limit any of Landlord’s rights or Tenant’s obligations arising from Tenant’s failure to timely surrender possession of the Premises, including, without limitation, Landlord’s right to repossess the Premises and remove Tenant therefrom at any time after the expiration or earlier termination of this Lease and ▇▇▇▇▇▇’s obligation to reimburse and indemnify Landlord as provided herein. The provisions of this Section shall survive expiration of the Term, then it will be conclusively presumed that the value to Sublessee of remaining in possession, and the loss that will be suffered by Sublessor as a result thereof, far exceed the Rent and additional rent that would have been payable had the Lease Term continued during such holdover period. Therefore, if Sublessee (or anyone claiming through Sublessee) does not immediately surrender the Subleased Premises or any portion thereof upon the expiration or earlier termination of the Term, then the rent payable by Sublessee shall be increased to two (2) times then-applicable base rent for the Subleased Premises as set forth in the Prime this Lease. Such rent shall be computed by Sublessor and paid by Sublessee 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 Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision of this Sublease, Sublessor’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and 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 Term, and nothing contained herein shall be construed to constitute Sublessor’s consent to any holdover or to give Sublessee any right with respect thereto.

Holdover. (a) If Sublessee fails Tenant, any assignee or subtenant shall continue to surrender occupy the Subleased Premises or any portion thereof at after the expiration or earlier termination of the Termthis Lease without prior written consent of Landlord, then it will be conclusively presumed that the value to Sublessee of remaining in possession, and the loss that will be suffered by Sublessor as a result thereof, far exceed the Rent and additional rent that would have been payable had the Term continued during such holdover period. Therefore, if Sublessee (or anyone claiming through Sublessee) does not immediately surrender the Subleased Premises or any portion thereof upon the expiration or earlier termination of the Term, then the rent payable by Sublessee tenancy shall be increased to two (2) times then-applicable base rent for the Subleased Premises as set forth in the Prime Lease. Such rent shall be computed by Sublessor and paid by Sublessee 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 Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision of this Sublease, Sublessor’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and to recover all damages. Any such holdover shall be deemed to be a tenancy at sufferance sufferance. During such holdover period, the rent due will be double the amount of rent due for the last month of the lease Term for each month or portion thereof that Tenant, any assignee or subtenant holds over, plus all damages that Landlord may suffer on account of the failure to so surrender to Landlord possession of the Premises, and not a tenancy at Tenant will indemnify, defend and save Landlord harmless from and against all claims made by any succeeding tenant of the Premises against Landlord on account of delay of Landlord in delivering possession of the Premises to said succeeding tenant to the extent such delay is occasioned by failure of Tenant, its assignee or tenancy from month subtenant to month. In no event surrender the Premises. (b) Notwithstanding the foregoing, Tenant shall have the unconditional right to holdover beyond the expiration of the Term or any holdover be deemed a permitted extension or renewal for a period of up to six months, provided that Tenant is not then in default beyond any applicable grace or cure period hereunder. The monthly rental to be paid during the holdover, shall be the rental paid in the last month of the expired Term or renewal or extension Term. Tenant may vacate the Premises by giving Landlord sixty (60) day written notice within the holdover period. If Tenant, any assignee or subtenant shall continue to occupy the Premises after the end of such six month holdover period, the provisions in subparagraph (a) of this Paragraph 20 shall apply from that point forward. (c) No receipt of money by Landlord from Tenant after termination of this Lease (and nothing contained herein the holdover period described in subparagraph (b) above) or the service of any notice of commencement of any suit or final judgment for possession shall reinstate, continue or extend the Term of this Lease or affect any such notice, demand, suit or judgment, or otherwise limit or affect any other remedies available to Landlord hereunder. No act by Landlord or its agents during the Term of this Lease shall be construed deemed an acceptance of a surrender of the Premises unless it is made in writing by a duly authorized officer or agent of Landlord. (d) Tenant agrees to constitute Sublessor’s surrender to Landlord, at the end of the Term of this Lease and/or upon any cancellation of this Lease, subject to the holdover provisions stated above, the Premises in as good condition as the Premises were at the Commencement Date, ordinary wear and tear not caused by Tenant's negligence excepted. Tenant shall be allowed to return the Premises, together with all improvements that the Lease permits Tenant to make, provided that Landlord has not required Tenant to remove such alterations or improvements at the time of giving its consent to any holdover the alterations or to give Sublessee any right with respect theretoimprovements, as more particularly set forth in Paragraph 14(a) herein.

Holdover. If Sublessee In the event Lessor desires to regain possession of the Leased Premises upon the expiration of the term created by this Lease, Lessor shall have the absolute right and authority to forthwith re-enter and take possession of the Leased Premises, with or without legal process, and refuse to accept any rent tendered by Lessee. In the event Lessee remains in possession of the Leased Premises after the expiration of the term of this Lease, without having first extended this Lease by written agreement with Lessor, Lessor may in its sole discretion, interpret such action as follows: a. A holdover 5 days or less shall be deemed to have created and be construed as a tenancy at sufferance, terminable immediately upon written notice from Lessor to Lessee. Lessee shall pay Lessor a monthly rental equal to twice the rental in effect at the time of holdover, on a per diem basis, until Lessee vacates the Premises. Lessee shall in no event remain in possession of the Leased Premises for more than 5 days after receipt of written notice from Lessor to Lessee. b. A holdover in excess of 5 days shall be deemed as an extension of Lessee’s Lease on a month to month basis. The Lease shall extend with all of the same terms, covenants and conditions herein specified except, however, that Lessee shall pay Lessor a monthly rental equal to twice the rental in effect at the time of the holdover. Possession may be terminated by ten (10) days written notice from Lessor and Lessee expressly waives any right to additional notice of termination. c. A holdover of 30 days or more shall be deemed as an extension of Lessee’s Lease for one year. The Lease shall extend with all of the same terms, covenants and conditions herein specified, except that Lessee shall pay Lessor a monthly rental equal to twice the rental in effect at the time of the holdover. In addition to the foregoing, if Lessee fails to surrender the Subleased Premises or any portion thereof at the to Lessor upon expiration or earlier termination of the Termterm of this Lease as required by this Paragraph, then it will Lessee shall be conclusively presumed that responsible for any costs, damages and lost income Lessor may suffer on account of Lessee’s failure to surrender possession of said Leased Premises. Lessee shall also indemnify and save Lessor harmless from and against all damages and claims made by any succeeding tenant of said Premises against Lessor due to the value delay of delivering possession of said Premises by Lessor to Sublessee of remaining in possessionsaid succeeding tenant, and the loss that will be suffered by Sublessor as a result thereof, far exceed the Rent and additional rent that would have been payable had the Term continued during such holdover period. Therefore, if Sublessee (or anyone claiming through Sublessee) does not immediately resulting from Lessee’s failure to surrender the Subleased Premises or any portion thereof upon the expiration or earlier termination of the Term, then the rent payable by Sublessee shall be increased to two (2) times then-applicable base rent for the Subleased Premises as set forth in the Prime Lease. Such rent shall be computed by Sublessor and paid by Sublessee 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 Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision of this Sublease, Sublessor’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and 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 Term, and nothing contained herein shall be construed to constitute Sublessor’s consent to any holdover or to give Sublessee any right with respect theretoPremises.

Holdover. If Sublessee fails to surrender Tenant shall hold possession of the Subleased Demised Premises or any portion thereof at after the expiration of the term of this Lease or earlier the prior termination of the Term, then it will be conclusively presumed that the value to Sublessee of remaining in possessionthis Lease, and the loss Lease is not renewed or a new Lease is not entered into between the parties, the parties hereby agree that will be suffered by Sublessor as a result thereof, far exceed Tenant's occupancy of the Rent and additional rent that would have been payable had the Term continued during such holdover period. Therefore, if Sublessee (or anyone claiming through Sublessee) does not immediately surrender the Subleased Demised Premises or any portion thereof upon after the expiration of the term or earlier prior termination of the Term, then the rent payable by Sublessee this Lease shall be increased to two (2) times thenunder a month-applicable base rent for to-month tenancy commencing on the Subleased Premises as first day after the expiration of the term or prior termination of this Lease and continuing until such tenancy shall be terminated by Owner or Tenant and such possession shall cease, which tenancy shall be upon all of the terms set forth in the Prime Lease. Such rent this Lease except Tenant shall be computed by Sublessor and paid by Sublessee on a monthly basis and shall be payable pay on the first day of each month of the holdover as basic monthly rent, an amount equal to the higher of (a) an amount equal to three times the sum of (1) the monthly installment of basic annual rent payable by Tenant during the last year of the original term of this Lease (i.e., the year immediately prior to the holdover period) and (2) all monthly installments of additional rent payable by Tenant pursuant to the term of this Lease that would have been billable monthly by Owner had the term of the Lease not expired; or (b) an amount equal to the then market rental value for the Demised Premises as shall be established by Owner giving notice to Tenant of Owner's good faith estimate of such market rental value. Tenant shall occupy the Demised Premises during the holdover period and in its "as is" condition as of the first day expiration of each calendar month thereafter during such holdover period until the Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision term or prior termination of this Sublease, Sublessor’s acceptance of such rent Lease and Owner shall not be required to perform any work, furnish any materials or make any repairs within the Demised Promises during the holdover period. Nothing contained in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and 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 Term, and nothing contained herein this Lease shall be construed to constitute Sublessor’s consent to any holdover or to give Sublessee any right with respect thereto.as a

Holdover. Tenant acknowledges that possession of the Demised Premises must be surrendered to Landlord at the expiration or sooner termination of the term of this lease. If Sublessee Tenant fails to surrender the Subleased Demised Premises within thirty (30) days of the expiration or sooner termination of the term of this lease, Tenant agrees it shall indemnify and save Landlord harmless against all liabilities, obligations, damages, penalties, claims, costs, charges and expenses, including reasonable attorneys’ fees, incurred by Landlord resulting from delay by Tenant in so surrendering the Demised Premises, including, without limitation, penalties under any lease with a succeeding tenant and 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 surrender possession of the Demised Premises on a timely basis as aforesaid will be extremely substantial, will exceed the amount of fixed rent and additional rent theretofore payable hereunder and will be impossible of accurate measurement. Tenant, therefore, agrees that if possession of the Demised Premises is not surrendered to Landlord on the date of expiration or sooner termination of the term of this lease, then Tenant agrees to pay to Landlord as liquidated damages for each month and for any portion thereof of a month during which Tenant holds over in the Demised Premises after expiration or termination of the term of this lease, a sum equal to 150% of the average fixed rent and additional rent which was payable per month under this lease during the last 3 months of the term hereof for the first month and 200% of the average fixed rent and additional rent which was payable per month under this lease during the last 3 months of the term hereof for each month and for any portion of a month thereafter. Such liquidated damages shall not limit Tenant’s indemnification obligation with respect to claims made by any succeeding tenant founded upon Tenant’s failure or refusal to surrender the Premises to Landlord at the expiration or earlier sooner termination of the Term, then it will be conclusively presumed that the value to Sublessee of remaining in possession, and the loss that will be suffered by Sublessor as a result thereof, far exceed the Rent and additional rent that would have been payable had the Term continued during such holdover period. Therefore, if Sublessee (or anyone claiming through Sublessee) does not immediately surrender the Subleased Premises or any portion thereof upon the expiration or earlier termination of the Term, then the rent payable by Sublessee shall be increased to two (2) times then-applicable base rent for the Subleased Premises as set forth in the Prime Lease. Such rent shall be computed by Sublessor and paid by Sublessee 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 Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision term of this Sublease, Sublessor’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and to recover all damageslease. Any such holdover Nothing contained herein shall be deemed to be a tenancy at sufferance and not a tenancy at will or tenancy from month authorize Tenant to month. In no event shall any holdover be deemed a permitted extension or renewal remain in occupancy of the Term, and nothing contained herein shall be construed to constitute Sublessor’s consent to any holdover Demised Premises after the expiration or to give Sublessee any right with respect theretotermination of the term of this lease.

Holdover. If Sublessee Subtenant holds over after the expiration of the Sublease Term or earlier termination thereof, such tenancy shall be that of a tenancy at sufferance and shall not constitute a renewal hereof or an extension for any further term. In such case Rent shall be payable at a monthly rate equal to the greater of one hundred fifty percent (150%) of the Rent applicable during the last rental period of the Term under this Sublease, or such amount as is due to Master Landlord pursuant to Section 22 of the Master Lease as a result of Subtenant’s holdover. Such tenancy at sufferance shall be subject to every other applicable term, covenant and agreement contained herein. Nothing contained in this Section 25 shall be construed as consent by Sublandlord to any holding over by Subtenant, and Sublandlord expressly reserves the right to require Subtenant to surrender possession of the Subleased Premises to Sublandlord as provided in this Sublease upon the expiration or earlier termination of this Sublease. The provisions of this Section 25 shall not be deemed to limit or constitute a waiver of any other rights or remedies of Sublandlord provided herein or at law. If Subtenant fails to surrender the Subleased Premises upon the termination or expiration of this Sublease, in addition to any portion thereof at other liabilities to Sublandlord accruing therefrom, Subtenant shall protect, defend, indemnify and hold Sublandlord harmless from all loss, costs (including reasonable attorneys’ fees) and liability resulting from such failure, including, without limiting the generality of the foregoing, any claims made by Master Landlord and/or any succeeding tenant founded upon such failure to surrender and any consequential damages to Sublandlord and/or Master Landlord resulting therefrom. In addition to the foregoing, Subtenant shall promptly reimburse to Sublandlord all losses, costs and expenses incurred by Sublandlord under Section 22 of the Master Lease. Subtenant shall not be responsible for reimbursing Sublandlord for any such losses, costs or expenses in the event that Sublandlord is holding over in the Premises; provided, however, that Subtenant shall grant Sublandlord access to the Subleased Premises prior to the expiration or earlier termination of the Term, then it will be conclusively presumed that Master Lease for the value purpose of removing any property of Sublandlord or Required Removables which are Sublandlord’s obligation to Sublessee remove pursuant to the terms of remaining this Sublease. The obligations of Subtenant set forth in possession, and the loss that will be suffered by Sublessor as a result thereof, far exceed the Rent and additional rent that would have been payable had the Term continued during such holdover period. Therefore, if Sublessee (or anyone claiming through Sublessee) does not immediately surrender the Subleased Premises or any portion thereof upon this Section 25 shall survive the expiration or earlier termination of the Term, then the rent payable by Sublessee shall be increased to two (2) times then-applicable base rent for the Subleased Premises as set forth in the Prime Lease. Such rent shall be computed by Sublessor and paid by Sublessee 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 Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision of this Sublease, Sublessor’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and 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 Term, and nothing contained herein shall be construed to constitute Sublessor’s consent to any holdover or to give Sublessee any right with respect thereto.

Holdover. If Sublessee fails Tenant acknowledges that possession of the Demised Premises must be surrendered to surrender the Subleased Premises or any portion thereof Landlord at the expiration or earlier sooner termination of the Termterm of this lease. ▇▇▇▇▇▇ agrees it shall indemnify and save Landlord harmless against all liabilities, then it obligations, damages, penalties, claims, costs, charges and expenses, including reasonable attorneys' fees, resulting from delay by ▇▇▇▇▇▇ in so surrendering the Demised Premises, including 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 ▇▇▇▇▇▇ to surrender possession of the Demised Premises on a timely basis as aforesaid will be conclusively presumed that the value to Sublessee of remaining in possessionextremely substantial, and the loss that will be suffered by Sublessor as a result thereof, far exceed the Rent amount of fixed rent and additional rent theretofore payable hereunder and will be impossible of accurate measurement. Tenant, therefore, agrees that would have been if possession of the Demised Premises is not surrendered to Landlord on the date of expiration or sooner termination of the term of this lease, then Tenant agrees to pay to Landlord as liquidated damages for each month and for any portion of a month during which ▇▇▇▇▇▇ holds over in the Demised Premises after expiration or termination of the term of this lease, a sum equal to 200% of the average fixed rent and additional rent which was payable had per month under this lease during the Term continued during such holdover periodlast three months of the term hereof. Therefore, if Sublessee (Such liquidated damages shall not limit Tenant's indemnification obligation with respect to claims made by any succeeding tenant founded upon ▇▇▇▇▇▇'s failure or anyone claiming through Sublessee) does not immediately refusal to surrender the Subleased Premises or any portion thereof upon to Landlord at the expiration or earlier sooner termination of the Term, then the rent payable by Sublessee shall be increased to two (2) times then-applicable base rent for the Subleased Premises as set forth in the Prime Lease. Such rent shall be computed by Sublessor and paid by Sublessee 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 Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision term of this Sublease, Sublessor’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including Sublessor’s right to evict Sublessee and to recover all damageslease. Any such holdover Nothing contained herein shall be deemed to be a tenancy at sufferance and not a tenancy at will or tenancy from month authorize Tenant to month. In no event shall any holdover be deemed a permitted extension or renewal remain in occupancy of the Term, and nothing contained herein shall be construed to constitute Sublessor’s consent to any holdover Demised Premises after the expiration or to give Sublessee any right with respect theretotermination of the term of this lease.

Holdover. Tenant shall have no right to holdover possession of the Premises after expiration or termination of this Lease without Landlord’s prior written consent, which Landlord may withhold in its sole and absolute discretion. If Sublessee Tenant retains possession of any part of the Premises after the Term, Tenant shall become a month-to-month tenant for the entire floor on which such part of the Premises so occupied by Tenant is located upon all of the terms of this Lease as might be applicable to such month-to-month tenancy, except that Tenant shall pay all of Base Rent, Operating Cost Share Rent and Tax Share Rent at 150% for the first thirty (30) days of any such holdover, and 200% thereafter of the rate in effect immediately prior to such holdover, computed on a monthly basis for each full or partial month Tenant remains in possession. Tenant shall also pay Landlord all of Landlord’s direct damages resulting from Tenant’s holdover; provided however that if Landlord at any time notifies Tenant that Landlord has entered into or is about to enter into a lease or a letter of intent for a lease with another tenant requiring the use of the Premises on a date specified by Landlord and occurring after the Expiration Date of this Lease, Tenant shall be liable for all damages, excluding special or consequential, but specifically and expressly including damages for loss of all rent under such other lease (subject to Landlord’s obligation to mitigate such damages), sustained by Landlord if Tenant fails to surrender the Subleased Premises to Landlord on or any portion thereof at before thirty (30) days following the expiration or earlier termination later of the Term, then it will be conclusively presumed that Expiration Date of this Lease or the value date of delivery of such notice from Landlord to Sublessee Tenant. No acceptance of remaining in possession, and the loss that will be suffered Rent or other payments by Sublessor Landlord under these holdover provisions shall operate as a result thereof, far exceed the Rent and additional rent that would have been payable had the Term continued during such holdover period. Therefore, if Sublessee (or anyone claiming through Sublessee) does not immediately surrender the Subleased Premises or any portion thereof upon the expiration or earlier termination waiver of the Term, then the rent payable by Sublessee shall be increased to two (2) times then-applicable base rent for the Subleased Premises as set forth in the Prime Lease. Such rent shall be computed by Sublessor and paid by Sublessee 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 Subleased Premises have been vacated. Notwithstanding any other [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. provision of this Sublease, Sublessor’s acceptance of such rent shall not in any manner adversely affect Sublessor’s other rights and remedies, including SublessorLandlord’s right to evict Sublessee and to recover all damages. Any such holdover shall be deemed to be a tenancy at sufferance and not a tenancy at will regain possession or tenancy from month to month. In no event shall any holdover be deemed a permitted extension or renewal other of the Term, and nothing contained herein shall be construed to constitute SublessorLandlord’s consent to any holdover or to give Sublessee any right with respect theretoremedies.