Common use of SUBTENANT’S DEFAULT Clause in Contracts

SUBTENANT’S DEFAULT. (a) If at any time subsequent to the date of this Sublease any one or more of the following events (herein referred to as a “Default of Subtenant”) shall happen: (i) Subtenant shall fail to pay the Basic Rent, Escalation Charges or additional charges hereunder when due and such failure shall continue for five (5) full Business Days after notice to Subtenant from Sublandlord (“Monetary Default”); or (ii) Subtenant shall neglect or fail to perform or observe any other covenant herein contained on Subtenant’s part to be performed or observed and Subtenant shall fail to remedy the same within thirty (30) days after notice to Subtenant specifying such neglect or failure, or if such failure is of such a nature that Subtenant cannot reasonably remedy the same within such thirty (30) day period, Subtenant shall fail to commence promptly to remedy the same and to prosecute such remedy to completion with diligence and continuity; or (iii) Subtenant’s leasehold interest in the Subleased Premises shall be taken on execution or by other process of law directed against Subtenant; or (iv) Subtenant shall make an assignment for the benefit of creditors or shall be adjudicated insolvent, or shall file any petition or answer seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief for itself under any present or future Federal, State or other statute, law or regulation for the relief of debtors (other than the Bankruptcy Code, as hereinafter defined), or shall seek or consent to or acquiesce in the appointment of any trustee, receiver or liquidator of Subtenant or of all or any substantial part of its properties, or shall admit in writing its inability to pay its debts generally as they become due; or (v) An Event of Bankruptcy (as hereinafter defined) shall occur with respect to Subtenant; or (vi) A petition shall be filed against Subtenant under any law (other than the Bankruptcy Code) seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution, or similar relief under any present or future Federal, State or other statute, law or regulation and shall remain undismissed or unstayed for an aggregate of sixty (60) days (whether or not consecutive), or if any trustee, conservator, receiver or liquidator of Subtenant or of all or any substantial part of its properties shall be appointed without the consent or acquiescence of Subtenant and such appointment shall remain unvacated or unstayed for an aggregate of sixty (60) days (whether or not consecutive); or (vii) Subtenant’s failure to perform timely and subject to any cure periods any other material provision of this Sublease or the Master Lease as incorporated herein. (c) For purposes of clause (a)(v) above, an “Event of Bankruptcy” means the filing of a voluntary petition by Subtenant, or the entry of an order for relief against Subtenant, under Chapter 7, 11, or 13 of the Bankruptcy Code, and the term “Bankruptcy Code” means 11 U.S.C Sec. 101, et seq. If an Event of Bankruptcy occurs, then the trustee of Subtenant’s bankruptcy estate or Subtenant as debtor-in-possession may (subject to final approval of the court) assume this Sublease, and may subsequently assign it, only if it does the following within 60 days after the date of the filing of the voluntary petition, the entry of the order for relief (or such additional time as a court of competent jurisdiction may grant, for cause, upon a motion made within the original 60-day period): (i) file a motion to assume the Sublease with the appropriate court; (ii) satisfy all of the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (A) cure all Defaults of Subtenant under this Sublease or provide Sublandlord with Adequate Assurance (as defined below) that it will (x) cure all monetary Defaults of Subtenant hereunder within 10 days from the date of the assumption; and (y) cure all nonmonetary Defaults of Subtenant hereunder within 30 days from the date of the assumption; (B) compensate Sublandlord and any other person or entity, or provide Sublandlord with Adequate Assurance that within 10 days after the date of the assumption, it will compensate Sublandlord and such other person or entity, for any pecuniary loss that Sublandlord and such other person or entity incurred as a result of any Default of Subtenant, the trustee, or the debtor-in-possession; (C) provide Sublandlord with Adequate Assurance of Future Performance (as defined below) of all of Subtenant’s obligations under this Sublease; and (D) deliver to Sublandlord a written statement that the conditions herein have been satisfied. (d) For purposes only of the foregoing paragraph (b), and in addition to any other requirements under the Bankruptcy Code, any future federal bankruptcy law and applicable case law, “Adequate Assurance” means at least meeting the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (i) entering an order segregating sufficient cash to pay Sublandlord and any other person or entity under paragraph (b) above, and (ii) granting to Sublandlord a valid first lien and security interest (in form acceptable to Sublandlord) in all property comprising the Subtenant’s “property of the estate,” as that term is defined in Section 541 of the Bankruptcy Code, which lien and security interest secures the trustee’s or debtor-in-possession’s obligation to cure the monetary and nonmonetary defaults under the Sublease within the periods set forth in paragraph (b) above; (e) For purposes only of paragraph (b), and in addition to any other requirements under the Bankruptcy Code, any future federal bankruptcy law and applicable case law, “Adequate Assurance of Future Performance” means at least meeting the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (i) the trustee or debtor-in-possession depositing with Sublandlord, as security for the timely payment of rent and other monetary obligations, an amount equal to the sum of two (2) months’ Basic Rent plus an amount equal to two (2) months’ installments on account of Operating Expenses and Taxes, computed in accordance with Articles 8 and 9., (ii) the trustee or the debtor-in-possession agreeing to pay in advance, on each day that the Basic Rent is payable, the monthly installments on account of Operating Expenses and Taxes, computed in accordance with Articles 8 and 9 hereof; (iii) the trustee or debtor-in-possession providing adequate assurance of the source of the rent and other consideration due under this Sublease; (iv) Subtenant’s bankruptcy estate and the trustee or debtor-in-possession providing Adequate Assurance that the bankruptcy estate (and any successor after the conclusion of the Subtenant’s bankruptcy proceedings) will continue to have sufficient unencumbered assets after the payment of all secured obligations and administrative expenses to assure Sublandlord that the bankruptcy estate (and any successor after the conclusion of the Subtenant’s bankruptcy proceedings) will have sufficient funds to fulfill Subtenant’s obligations hereunder; and (f) If the trustee or the debtor-in-possession assumes the Sublease under paragraph (b) above and applicable bankruptcy law, it may assign its interest in this Sublease only if the proposed assignee first provides Sublandlord with Adequate Assurance of Future Performance of all of Subtenant’s obligations under the Sublease, and if Sublandlord determines, in the exercise of its reasonable business judgment, that the assignment of this Sublease will not breach any other Sublease, or any mortgage, financing agreement, or other agreement relating to the Building or the Park by which Sublandlord or the Building or the Park is then bound (and Sublandlord shall not be required to obtain consents or waivers from any third party required under any Sublease, mortgage, financing agreement, or other such agreement by which Sublandlord is then bound). (g) For purposes only of paragraph (e) above, and in addition to any other requirements under the Bankruptcy Code, any future federal bankruptcy law and applicable case law, “Adequate Assurance of Future Performance” means at least the satisfaction of the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (i) the proposed assignee submitting a current financial statement, audited by a certified public accountant, that allows a net worth and working capital in amounts determined in the reasonable business judgment of Sublandlord to be sufficient to assure the future performance by the assignee of Subtenant’s obligation under this Sublease; and (ii) if requested by Sublandlord in the exercise of its reasonable business judgment, the proposed assignee obtaining a guarantee (in form and substance satisfactory to Sublandlord) from one or more persons who satisfy Sublandlord’s standards of credit worthiness;

SUBTENANT’S DEFAULT. (a) If at Subtenant is late in the payment of Base Rent or any time subsequent to other charges required of Subtenant hereunder, and the date of this Sublease any one or same remains delinquent for more of the following events (herein referred to as a “Default of Subtenant”) shall happen: (i) Subtenant shall fail to pay the Basic Rent, Escalation Charges or additional charges hereunder when due and such failure shall continue for than five (5) full Business Days business days after Sublandlord provides Subtenant notice of the same, or if Subtenant defaults in performing any other of its obligations hereunder (including, but not limited to, obligations under the Master Lease that are incorporated into this Sublease), and such non-monetary default is not cured within ten (10) days after written notice to Subtenant from Sublandlord provided, however, if Subtenant’s failure to comply cannot reasonably be cured within ten (“Monetary Default”); or (ii10) days, Subtenant shall neglect be allowed additional time (not to exceed 45 days) as is reasonably necessary to cure the failure so long as Subtenant begins the cure within ten (10) days and diligently pursues the cure to completion; or fail to perform if Subtenant is adjudicated a bankrupt; or observe any other covenant herein contained on if a permanent receiver is appointed for Subtenant’s part property, including any interest Subtenant may have in the Premises; or if, whether voluntarily or involuntarily, Subtenant files or is subject to creditor relief proceedings under any present or future law; or if Subtenant makes an assignment for benefit of creditors; or if the Premises or Subtenant’s property or interest herein should be performed levied upon or observed attached and Subtenant shall fail to remedy the same not satisfied or dissolved within thirty (30) days after days; then, and in any said events, at Sublandlord’s option and upon Sublandlord’s notice to Subtenant specifying such neglect or failure, or if such failure is of such a nature that Subtenant cannot reasonably remedy termination of the same within such thirty (30) day periodSublease, Subtenant shall fail to commence promptly to remedy the same and to prosecute such remedy to completion with diligence and continuity; or (iii) Subtenant’s leasehold interest in the Subleased Premises shall be taken on execution or by other process of law directed against Subtenant; or (iv) Subtenant shall make an assignment for the benefit of creditors or shall be adjudicated insolvent, or shall file any petition or answer seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief for itself under any present or future Federal, State or other statute, law or regulation for the relief of debtors (other than the Bankruptcy Code, as hereinafter defined), or shall seek or consent to or acquiesce in the appointment of any trustee, receiver or liquidator of Subtenant or of all or any substantial part of its properties, or shall admit in writing its inability to pay its debts generally as they become due; or (v) An Event of Bankruptcy (as hereinafter defined) shall occur with respect to Subtenant; or (vi) A petition shall be filed against Subtenant under any law (other than the Bankruptcy Code) seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution, or similar relief under any present or future Federal, State or other statute, law or regulation and shall remain undismissed or unstayed for an aggregate of sixty (60) days (whether or not consecutive), or if any trustee, conservator, receiver or liquidator of Subtenant or of all or any substantial part of its properties shall be appointed without the consent or acquiescence of Subtenant and such appointment shall remain unvacated or unstayed for an aggregate of sixty (60) days (whether or not consecutive); or (vii) Subtenant’s failure to perform timely and subject to any cure periods any other material provision of this Sublease or the Master Lease as incorporated herein. (c) For purposes of clause (a)(v) above, an “Event of Bankruptcy” means the filing of a voluntary petition by Subtenant, or the entry of an order for relief against Subtenant, under Chapter 7, 11, or 13 at once surrender possession of the Bankruptcy Code, and the term “Bankruptcy Code” means 11 U.S.C Sec. 101, et seq. If an Event of Bankruptcy occurs, then the trustee of Subtenant’s bankruptcy estate or Subtenant as debtor-in-possession may (subject Premises to final approval of the court) assume this Sublease, and may subsequently assign it, only if it does the following within 60 days after the date of the filing of the voluntary petition, the entry of the order for relief (or such additional time as a court of competent jurisdiction may grant, for cause, upon a motion made within the original 60-day period): (i) file a motion to assume the Sublease with the appropriate court; (ii) satisfy all of the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (A) cure all Defaults of Subtenant under this Sublease or provide Sublandlord with Adequate Assurance (as defined below) that it will (x) cure all monetary Defaults of Subtenant hereunder within 10 days from the date of the assumption; and (y) cure all nonmonetary Defaults of Subtenant hereunder within 30 days from the date of the assumption; (B) compensate Sublandlord and any other person or entity, or provide Sublandlord with Adequate Assurance that within 10 days after the date of the assumption, it will compensate Sublandlord and such other person or entity, for any pecuniary loss that Sublandlord and such other person or entity incurred as a result of any Default of Subtenant, the trustee, or the debtor-in-possession; (C) provide Sublandlord with Adequate Assurance of Future Performance (as defined below) of remove all of Subtenant’s obligations property and effects therefrom; and Sublandlord may forthwith re-enter the Premises and repossess same, and remove all persons and effects therefrom, using such force as may be necessary without being guilty of trespass, forcible entry or detained or other tort. In addition, Sublandlord shall have the right to pursue any and all other remedies available at law and in equity to recover from Subtenant all amounts then due or thereafter accruing and such other damages as are caused by Subtenant’s default. No course of dealing between Sublandlord and Subtenant or any delay on the part of Sublandlord in exercising any rights Sublandlord may have under this Sublease shall operate as a waiver of any of the rights of Sublandlord hereunder, nor shall any waiver or prior default operate as a waiver of any subsequent default. In exercising its rights and remedies under this Sublease; and (D) deliver , Sublandlord shall be entitled to Sublandlord a written statement that the conditions herein have been satisfied. (d) For purposes only of the foregoing paragraph (b)recover from Subtenant all costs incurred, and in addition to any other requirements under the Bankruptcy Codeincluding, any future federal bankruptcy law and applicable case lawwithout limitation, “Adequate Assurance” means at least meeting the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (i) entering an order segregating sufficient cash to pay Sublandlord and any other person or entity under paragraph (b) above, and (ii) granting to Sublandlord a valid first lien and security interest (in form acceptable to Sublandlord) in all property comprising the Subtenant’s “property of the estate,” as that term is defined in Section 541 of the Bankruptcy Code, which lien and security interest secures the trustee’s or debtor-in-possession’s obligation to cure the monetary and nonmonetary defaults under the Sublease within the periods set forth in paragraph (b) above; (e) For purposes only of paragraph (b), and in addition to any other requirements under the Bankruptcy Code, any future federal bankruptcy law and applicable case law, “Adequate Assurance of Future Performance” means at least meeting the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (i) the trustee or debtor-in-possession depositing with Sublandlord, as security for the timely payment of rent and other monetary obligations, an amount equal to the sum of two (2) monthsreasonable attorneys’ Basic Rent plus an amount equal to two (2) months’ installments on account of Operating Expenses and Taxes, computed in accordance with Articles 8 and 9., (ii) the trustee or the debtor-in-possession agreeing to pay in advance, on each day that the Basic Rent is payable, the monthly installments on account of Operating Expenses and Taxes, computed in accordance with Articles 8 and 9 hereof; (iii) the trustee or debtor-in-possession providing adequate assurance of the source of the rent and other consideration due under this Sublease; (iv) Subtenant’s bankruptcy estate and the trustee or debtor-in-possession providing Adequate Assurance that the bankruptcy estate (and any successor after the conclusion of the Subtenant’s bankruptcy proceedings) will continue to have sufficient unencumbered assets after the payment of all secured obligations and administrative expenses to assure Sublandlord that the bankruptcy estate (and any successor after the conclusion of the Subtenant’s bankruptcy proceedings) will have sufficient funds to fulfill Subtenant’s obligations hereunder; and (f) If the trustee or the debtor-in-possession assumes the Sublease under paragraph (b) above and applicable bankruptcy law, it may assign its interest in this Sublease only if the proposed assignee first provides Sublandlord with Adequate Assurance of Future Performance of all of Subtenant’s obligations under the Sublease, and if Sublandlord determines, in the exercise of its reasonable business judgment, that the assignment fees actually incurred. No termination of this Sublease will not breach any other Sublease, or any mortgage, financing agreement, or other agreement relating prior to the Building expiration thereof by lapse of time, by default of either party or the Park by which Sublandlord or the Building or the Park is then bound (and Sublandlord otherwise shall not be required to obtain consents or waivers from any third party required under any Sublease, mortgage, financing agreement, or other such agreement by which Sublandlord is then bound). (g) For purposes only of paragraph (e) above, and in addition to any other requirements under the Bankruptcy Code, any future federal bankruptcy law and applicable case law, “Adequate Assurance of Future Performance” means at least the satisfaction of the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (i) the proposed assignee submitting a current financial statement, audited by a certified public accountant, that allows a net worth and working capital in amounts determined in the reasonable business judgment of Sublandlord to be sufficient to assure the future performance by the assignee of Subtenant’s obligation under this Sublease; and (ii) if requested by Sublandlord in the exercise of its reasonable business judgment, the proposed assignee obtaining a guarantee (in form and substance satisfactory to Sublandlord) from one or more persons who satisfy affect Sublandlord’s standards of credit worthiness;right to collect Base Rent or charges due hereunder for the period prior to termination by either party.

SUBTENANT’S DEFAULT. (a) If at any time subsequent to the date The occurrence of this Sublease any one or more of the following events (herein referred to as shall constitute a “Default of default hereunder by Subtenant”) shall happen: (i) Subtenant shall fail failure to pay Monthly Base Rent or any Additional Rent when due, if the Basic Rent, Escalation Charges or additional charges hereunder when due and such failure shall continue continues for five (5) full Business Days business days after written notice to of non-payment has been received by Subtenant from Sublandlord (“Monetary Default”); orSublandlord; (ii) Subtenant shall neglect or fail failure to perform or observe any other covenant herein contained on Subtenant’s part provision of the Master Lease or this Sublease, if such failure to be performed or observed and Subtenant shall fail to remedy the same perform is not cured within thirty (30) business days after written notice to has been received by Subtenant specifying such neglect or failurefrom Sublandlord, or provided that, if such the failure is of such a nature that Subtenant cannot reasonably remedy the same be cured within such thirty (30) business day period, Subtenant shall fail not be in default of this Lease if Subtenant commences to commence promptly to remedy cure the same failure within the thirty (30) business day period and diligently and in good faith continues to prosecute such remedy cure to completion with diligence and continuitycompletion; or (iii) Subtenant’s leasehold interest in the Subleased Premises If any proceeding shall be taken on execution instituted by or by against Subtenant under the bankruptcy laws or other process debtor relief laws of law directed against Subtenant; or (iv) the United States or any state, or if Subtenant shall make an assignment for the benefit of creditors or shall be adjudicated insolvent, or shall file any petition or answer seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief for itself under any present or future Federal, State or other statute, law or regulation for the relief of debtors (other than the Bankruptcy Code, as hereinafter defined), or shall seek or consent to or acquiesce in the appointment of any trustee, receiver or liquidator of Subtenant or of all or any substantial part of its properties, or shall admit in writing its inability to pay its debts generally as they become due; or (v) An Event of Bankruptcy (as hereinafter defined) shall occur with respect to Subtenant; or (vi) A petition shall be filed against Subtenant under any law (other than the Bankruptcy Code) seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution, or similar relief under any present or future Federal, State or other statute, law or regulation and shall remain undismissed or unstayed for an aggregate of sixty (60) days (whether or not consecutive)creditors, or if any trustee, conservator, receiver or liquidator of Subtenant or of all or any substantial part of its properties Subtenant’s interest herein shall be sold under execution or other legal process, or if a trustee in bankruptcy or a receiver is appointed without the consent or acquiescence of for Subtenant. Subtenant and such appointment shall remain unvacated or unstayed for an aggregate of sixty (60) days (whether or not consecutive); or (vii) Subtenant’s failure be deemed to perform timely and subject to any cure periods any other material provision of be in default under this Sublease or by virtue of any default of Sublandlord under the Master Lease as incorporated herein. (c) For purposes unless such default of clause (a)(v) above, an “Event of Bankruptcy” means Sublandlord was caused in whole or in part by the filing of a voluntary petition by Subtenant, or the entry of an order for relief against Subtenant, under Chapter 7, 11, or 13 of the Bankruptcy Code, and the term “Bankruptcy Code” means 11 U.S.C Sec. 101, et seq. If an Event of Bankruptcy occurs, then the trustee of Subtenant’s bankruptcy estate or Subtenant as debtor-in-possession may (subject to final approval of the court) assume this Sublease, and may subsequently assign it, only if it does the following within 60 days after the date of the filing of the voluntary petition, the entry of the order for relief (or such additional time as a court of competent jurisdiction may grant, for cause, upon a motion made within the original 60-day period): (i) file a motion to assume the Sublease with the appropriate court; (ii) satisfy all of the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (A) cure all Defaults default of Subtenant under this Sublease or provide Sublandlord with Adequate Assurance (as defined below) that it will (x) cure all monetary Defaults of Subtenant hereunder within 10 days from the date of the assumption; and (y) cure all nonmonetary Defaults of Subtenant hereunder within 30 days from the date of the assumption; (B) compensate Sublandlord and any other person or entity, or provide Sublandlord with Adequate Assurance that within 10 days after the date of the assumption, it will compensate Sublandlord and such other person or entity, for any pecuniary loss that Sublandlord and such other person or entity incurred as a result of any Default of Subtenant, the trustee, or the debtor-in-possession; (C) provide Sublandlord with Adequate Assurance of Future Performance (as defined below) of all of Subtenant’s obligations under this Sublease; and (D) deliver to Sublandlord a written statement that the conditions herein have been satisfied. (d) For purposes only of the foregoing paragraph (b), and in addition to any other requirements under the Bankruptcy Code, any future federal bankruptcy law and applicable case law, “Adequate Assurance” means at least meeting the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (i) entering an order segregating sufficient cash to pay Sublandlord and any other person or entity under paragraph (b) above, and (ii) granting to Sublandlord a valid first lien and security interest (in form acceptable to Sublandlord) in all property comprising the Subtenant’s “property of the estate,” as that term is defined in Section 541 of the Bankruptcy Code, which lien and security interest secures the trustee’s or debtor-in-possession’s obligation to cure the monetary and nonmonetary defaults under the Sublease within the periods set forth in paragraph (b) above; (e) For purposes only of paragraph (b), and in addition to any other requirements under the Bankruptcy Code, any future federal bankruptcy law and applicable case law, “Adequate Assurance of Future Performance” means at least meeting the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (i) the trustee or debtor-in-possession depositing with Sublandlord, as security for the timely payment of rent and other monetary obligations, an amount equal to the sum of two (2) months’ Basic Rent plus an amount equal to two (2) months’ installments on account of Operating Expenses and Taxes, computed in accordance with Articles 8 and 9., (ii) the trustee or the debtor-in-possession agreeing to pay in advance, on each day that the Basic Rent is payable, the monthly installments on account of Operating Expenses and Taxes, computed in accordance with Articles 8 and 9 hereof; (iii) the trustee or debtor-in-possession providing adequate assurance of the source of the rent and other consideration due under this Sublease; (iv) Subtenant’s bankruptcy estate and the trustee or debtor-in-possession providing Adequate Assurance that the bankruptcy estate (and any successor after the conclusion of the Subtenant’s bankruptcy proceedings) will continue to have sufficient unencumbered assets after the payment of all secured obligations and administrative expenses to assure Sublandlord that the bankruptcy estate (and any successor after the conclusion of the Subtenant’s bankruptcy proceedings) will have sufficient funds to fulfill Subtenant’s obligations hereunder; and (f) If the trustee or the debtor-in-possession assumes the Sublease under paragraph (b) above and applicable bankruptcy law, it may assign its interest in this Sublease only if the proposed assignee first provides Sublandlord with Adequate Assurance of Future Performance of all of Subtenant’s obligations under the Sublease, and if Sublandlord determines, in the exercise of its reasonable business judgment, that the assignment of this Sublease will not breach any other Sublease, or any mortgage, financing agreement, or other agreement relating to the Building or the Park by which Sublandlord or the Building or the Park is then bound (and Sublandlord shall not be required to obtain consents or waivers from any third party required under any Sublease, mortgage, financing agreement, or other such agreement by which Sublandlord is then bound). (g) For purposes only of paragraph (e) above, and in addition to any other requirements under the Bankruptcy Code, any future federal bankruptcy law and applicable case law, “Adequate Assurance of Future Performance” means at least the satisfaction of the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (i) the proposed assignee submitting a current financial statement, audited by a certified public accountant, that allows a net worth and working capital in amounts determined in the reasonable business judgment of Sublandlord to be sufficient to assure the future performance by the assignee of Subtenant’s obligation under this Sublease; and (ii) if requested by Sublandlord in the exercise of its reasonable business judgment, the proposed assignee obtaining a guarantee (in form and substance satisfactory to Sublandlord) from one or more persons who satisfy Sublandlord’s standards of credit worthiness;

SUBTENANT’S DEFAULT. (a) If at any time subsequent to the date of this Sublease any 14.1 Any one or more of the following events (herein referred to as shall be considered a “Default of Default” by Subtenant”) shall happen, as such term is used in this Sublease: (ia) Subtenant shall fail to pay be adjudged an involuntary bankrupt, or a decree or order approving, as properly filed, a petition or answer filed against Subtenant asking reorganization of Subtenant under the Basic RentFederal bankruptcy laws as now or hereafter amended, Escalation Charges or additional charges hereunder when due and such failure shall continue for five (5) full Business Days after notice to Subtenant from Sublandlord (“Monetary Default”)under the laws of any State; or (iib) Subtenant shall neglect file, or fail to perform admit the jurisdiction of the court and the material allegations contained in, any petition in bankruptcy, or observe any other covenant herein contained on Subtenant’s part petition pursuant or purporting to be performed pursuant to the Federal Bankruptcy laws now or observed and hereafter amended, or Subtenant shall fail institute any proceedings for relief of Subtenant under any bankruptcy or insolvency laws or any laws relating to remedy the same within thirty (30) days after notice to Subtenant specifying such neglect relief of debtors, readjustment of indebtedness, reorganization, arrangements, composition or failure, or if such failure is of such a nature that Subtenant cannot reasonably remedy the same within such thirty (30) day period, Subtenant shall fail to commence promptly to remedy the same and to prosecute such remedy to completion with diligence and continuityextension; or (iii) Subtenant’s leasehold interest in the Subleased Premises shall be taken on execution or by other process of law directed against Subtenant; or (ivc) Subtenant shall make an any assignment for the benefit of creditors or shall be adjudicated insolvent, or shall file any petition or answer seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief apply for itself under any present or future Federal, State or other statute, law or regulation for the relief of debtors (other than the Bankruptcy Code, as hereinafter defined), or shall seek or consent to or acquiesce in the appointment of any trustee, a receiver or liquidator of for Subtenant or any of all or any substantial part the property of its properties, or Subtenant; or (d) Subtenant shall admit in writing its inability to pay its debts generally as they become due; or (ve) An Event The Premises are levied on by any revenue officer or similar officer as a result of Bankruptcy Subtenant’s act or omission; or (f) A decree or order appointing a receiver of the property of Subtenant shall be made; or (g) Subtenant shall abandon the Premises during the Term or assign this Sublease or further sublet the Premises other than in strict accordance with Section 8; or (h) Subtenant fails to make any payment of Rent required to be made by Subtenant as hereinafter definedand when the same is due and does not cure the failure within seven (7) shall occur with respect days after receiving written notice from Sublandlord; or (i) Subtenant fails to secure insurance or to provide proper evidence of insurance asset forth in Section 7 of this Sublease or fails to keep the Premises or the Building free of lien claims as set forth in Section 13 of this Sublease and either such failure continues for more than five (5) business days after written notice thereof to Subtenant; or (vij) A petition shall be filed against Subtenant Subtenant, by its act or omission, causes an event or condition under the Master Lease which either is a default thereunder or, subject only to the delivery of any law required notice or passage of any cure or grace period, would constitute a default thereunder and does not cure the condition within seven (other than the Bankruptcy Code) seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution, or similar relief under any present or future Federal, State or other statute, law or regulation and shall remain undismissed or unstayed for an aggregate of sixty (607) days (whether or not consecutive), or if any trustee, conservator, receiver or liquidator of Subtenant or of all or any substantial part of its properties shall be appointed without the consent or acquiescence of Subtenant and such appointment shall remain unvacated or unstayed for an aggregate of sixty (60) days (whether or not consecutive)after receiving written notice thereof from Sublandlord; or (viik) Subtenant fails to fulfill, keep, observe or perform any of the other covenants and obligations herein contained to be fulfilled, kept, observed and performed by Subtenant and the failure continues for more than 15 business days after written notice thereof to Subtenant’s failure to perform timely and subject to any cure periods any other material provision of this Sublease or the Master Lease as incorporated herein. (c) For purposes of clause (a)(v) above, an “Event of Bankruptcy” means 14.2 Upon the filing of a voluntary petition by Subtenant, or the entry of an order for relief against Subtenant, under Chapter 7, 11, or 13 of the Bankruptcy Code, and the term “Bankruptcy Code” means 11 U.S.C Sec. 101, et seq. If an Event of Bankruptcy occurs, then the trustee of Subtenant’s bankruptcy estate or Subtenant as debtor-in-possession may (subject to final approval of the court) assume this Sublease, and may subsequently assign it, only if it does the following within 60 days after the date of the filing of the voluntary petition, the entry of the order for relief (or such additional time as a court of competent jurisdiction may grant, for cause, upon a motion made within the original 60-day period): (i) file a motion to assume the Sublease with the appropriate court; (ii) satisfy all of the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (A) cure all Defaults of Subtenant under this Sublease or provide Sublandlord with Adequate Assurance (as defined below) that it will (x) cure all monetary Defaults of Subtenant hereunder within 10 days from the date of the assumption; and (y) cure all nonmonetary Defaults of Subtenant hereunder within 30 days from the date of the assumption; (B) compensate Sublandlord and any other person or entity, or provide Sublandlord with Adequate Assurance that within 10 days after the date of the assumption, it will compensate Sublandlord and such other person or entity, for any pecuniary loss that Sublandlord and such other person or entity incurred as a result occurrence of any Default of Subtenant, the trustee, or the debtor-in-possession; (C) provide Sublandlord with Adequate Assurance of Future Performance (as defined below) of all of Subtenant’s obligations under this Sublease; and (D) deliver to Sublandlord a written statement that the conditions herein have been satisfied. (d) For purposes only of the foregoing paragraph (b), and in addition to any other requirements under the Bankruptcy Code, any future federal bankruptcy law and applicable case law, “Adequate Assurance” means at least meeting the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (i) entering an order segregating sufficient cash to pay Sublandlord and any other person or entity under paragraph (b) above, and (ii) granting to Sublandlord a valid first lien and security interest (in form acceptable to Sublandlord) in all property comprising the Subtenant’s “property of the estate,” as that term is defined in Section 541 of the Bankruptcy Code, which lien and security interest secures the trustee’s or debtor-in-possession’s obligation to cure the monetary and nonmonetary defaults under the Sublease within the periods set forth in paragraph (b) above; (e) For purposes only of paragraph (b), and in addition to any other requirements under the Bankruptcy Code, any future federal bankruptcy law and applicable case law, “Adequate Assurance of Future Performance” means at least meeting the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (i) the trustee or debtor-in-possession depositing with Sublandlord, as security for the timely payment of rent and other monetary obligations, an amount equal to the sum of two (2) months’ Basic Rent plus an amount equal to two (2) months’ installments on account of Operating Expenses and Taxes, computed in accordance with Articles 8 and 9., (ii) the trustee or the debtor-in-possession agreeing to pay in advance, on each day that the Basic Rent is payable, the monthly installments on account of Operating Expenses and Taxes, computed in accordance with Articles 8 and 9 hereof; (iii) the trustee or debtor-in-possession providing adequate assurance of the source of the rent and other consideration due under this Sublease; (iv) Subtenant’s bankruptcy estate and the trustee or debtor-in-possession providing Adequate Assurance that the bankruptcy estate (and any successor after the conclusion of the Subtenant’s bankruptcy proceedings) will continue to have sufficient unencumbered assets after the payment of all secured obligations and administrative expenses to assure Sublandlord that the bankruptcy estate (and any successor after the conclusion of the Subtenant’s bankruptcy proceedings) will have sufficient funds to fulfill Subtenant’s obligations hereunder; and (f) If the trustee or the debtor-in-possession assumes the Sublease under paragraph (b) above and applicable bankruptcy law, it may assign its interest in this Sublease only if the proposed assignee first provides Sublandlord with Adequate Assurance of Future Performance of all of Subtenant’s obligations under the Sublease, and if Sublandlord determines, in the exercise of its reasonable business judgment, that the assignment of this Sublease will not breach any other Sublease, or any mortgage, financing agreement, or other agreement relating to the Building or the Park by which Sublandlord or the Building or the Park is then bound (and Sublandlord shall not be required to obtain consents or waivers from any third party required under any Sublease, mortgage, financing agreement, or other such agreement by which Sublandlord is then bound). (g) For purposes only of paragraph (e) above, and in addition to any other requirements under the Bankruptcy Code, any future federal bankruptcy law and applicable case law, “Adequate Assurance of Future Performance” means at least the satisfaction of the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (i) the proposed assignee submitting a current financial statement, audited by a certified public accountant, that allows a net worth and working capital in amounts determined in the reasonable business judgment of Sublandlord to be sufficient to assure the future performance by the assignee of Subtenant’s obligation under this Sublease; and (ii) if requested by Sublandlord in the exercise of its reasonable business judgment, the proposed assignee obtaining a guarantee (in form and substance satisfactory to Sublandlord) from one or more persons who satisfy Sublandlord’s standards Default(s), Sublandlord may exercise any remedy against Subtenant which Master Landlord may exercise for default by Sublandlord under the Master Lease. Without limiting the generality of credit worthiness;the foregoing, Sublandlord may exercise the damage remedies available under statute which provides that a lessor may continue a lease in effect and recover damages as they become due.

SUBTENANT’S DEFAULT. (a) If at any time subsequent to the date of this Sublease any 15.1. Any one or more of the following events (herein referred to as shall be considered a “Default of Default” by Subtenant”) shall happen, as such terms are used in this Sublease: (i) 15.1.1. Subtenant shall fail to pay be a debtor in a bankruptcy case, whether voluntary or involuntary, or a decree or order approving, as properly filed, a petition or answer filed against Subtenant asking reorganization of Subtenant under the Basic Rentfederal bankruptcy laws as now or hereafter amended, Escalation Charges or additional charges hereunder when due under the laws of any state, shall be entered, and if such failure filing was involuntary, then any such decree or judgment or order shall continue not have been vacated or stayed or set aside within sixty (60) days from the date of the entry or granting thereof (there being no cure periods for five (5) full Business Days after notice to Subtenant from Sublandlord (“Monetary Default”voluntary filings); or; (ii) 15.1.2. Subtenant shall neglect file, or fail to perform admit the jurisdiction of the court and the material allegations contained in, any petition in bankruptcy, or observe any other covenant herein contained on Subtenant’s part petition pursuant or purporting to be performed pursuant to the federal bankruptcy laws now or observed and hereafter amended, or under the laws of any state, or Subtenant shall fail institute any proceedings for relief of Subtenant under any bankruptcy or insolvency laws or any laws relating to remedy the same within thirty (30) days after notice to Subtenant specifying such neglect relief of debtors, readjustment of indebtedness, re-organization, arrangements, composition or failure, or if such failure is of such a nature that Subtenant cannot reasonably remedy the same within such thirty (30) day period, Subtenant shall fail to commence promptly to remedy the same and to prosecute such remedy to completion with diligence and continuity; orextension; (iii) Subtenant’s leasehold interest in the Subleased Premises shall be taken on execution or by other process of law directed against Subtenant; or (iv) 15.1.3. Subtenant shall make an any assignment for the benefit of creditors or shall be adjudicated insolvent, or shall file any petition or answer seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief apply for itself under any present or future Federal, State or other statute, law or regulation for the relief of debtors (other than the Bankruptcy Code, as hereinafter defined), or shall seek or consent to or acquiesce in the appointment of any trustee, a receiver or liquidator of for Subtenant or any of all or any substantial part the property of its properties, or Subtenant; 15.1.4. Subtenant shall admit in writing its inability to pay its debts generally as they become due; or; (v) An Event 15.1.5. the Sublease Premises are levied on by any revenue officer or similar officer, 15.1.6. a decree or order appointing a receiver of Bankruptcy (as hereinafter defined) shall occur with respect to Subtenant; or (vi) A petition the property of Subtenant shall be filed against Subtenant under any law (other than the Bankruptcy Code) seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution, or similar relief under any present or future Federal, State or other statute, law or regulation and shall remain undismissed or unstayed for an aggregate of sixty (60) days (whether or not consecutive), or if any trustee, conservator, receiver or liquidator of Subtenant or of all or any substantial part of its properties shall be appointed without the consent or acquiescence of Subtenant made and such appointment decree or order shall remain unvacated not have been vacated, stayed or unstayed for an aggregate of sixty set aside within thirty (6030) days (whether or not consecutive); or (vii) Subtenant’s failure to perform timely and subject to any cure periods any other material provision of this Sublease or the Master Lease as incorporated herein. (c) For purposes of clause (a)(v) above, an “Event of Bankruptcy” means the filing of a voluntary petition by Subtenant, or the entry of an order for relief against Subtenant, under Chapter 7, 11, or 13 of the Bankruptcy Code, and the term “Bankruptcy Code” means 11 U.S.C Sec. 101, et seq. If an Event of Bankruptcy occurs, then the trustee of Subtenant’s bankruptcy estate or Subtenant as debtor-in-possession may (subject to final approval of the court) assume this Sublease, and may subsequently assign it, only if it does the following within 60 days after the date of the filing of the voluntary petition, the entry of the order for relief (or such additional time as a court of competent jurisdiction may grant, for cause, upon a motion made within the original 60-day period): (i) file a motion to assume the Sublease with the appropriate court; (ii) satisfy all of the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (A) cure all Defaults of Subtenant under this Sublease or provide Sublandlord with Adequate Assurance (as defined below) that it will (x) cure all monetary Defaults of Subtenant hereunder within 10 days from the date of the assumption; and (y) cure all nonmonetary Defaults of Subtenant hereunder within 30 days from the date of the assumptionentry or granting thereof; (B) compensate Sublandlord and any other person 15.1.7. Subtenant shall Transfer this Sublease or entitySubtenant’s interest in the Sublease Premises, or provide Sublandlord with Adequate Assurance that within 10 days after the date of the assumptionany portion thereof, it will compensate Sublandlord and such other person or entity, for any pecuniary loss that Sublandlord and such other person or entity incurred as a result of any Default of Subtenant, the trustee, or the debtor-in-possession; (C) provide Sublandlord with Adequate Assurance of Future Performance (as defined below) of all of Subtenant’s obligations under this Sublease; and (D) deliver to Sublandlord a written statement that the conditions herein have been satisfied. (d) For purposes only of the foregoing paragraph (b), and than in addition to any other requirements under the Bankruptcy Code, any future federal bankruptcy law and applicable case law, “Adequate Assurance” means at least meeting the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (i) entering an order segregating sufficient cash to pay Sublandlord and any other person or entity under paragraph (b) above, and (ii) granting to Sublandlord a valid first lien and security interest (in form acceptable to Sublandlord) in all property comprising the Subtenant’s “property of the estate,” as that term is defined in Section 541 of the Bankruptcy Code, which lien and security interest secures the trustee’s or debtor-in-possession’s obligation to cure the monetary and nonmonetary defaults under the Sublease within the periods set forth in paragraph (b) above; (e) For purposes only of paragraph (b), and in addition to any other requirements under the Bankruptcy Code, any future federal bankruptcy law and applicable case law, “Adequate Assurance of Future Performance” means at least meeting the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (i) the trustee or debtor-in-possession depositing with Sublandlord, as security for the timely payment of rent and other monetary obligations, an amount equal to the sum of two (2) months’ Basic Rent plus an amount equal to two (2) months’ installments on account of Operating Expenses and Taxes, computed in strict accordance with Articles 8 and 9., (ii) the trustee or the debtor-in-possession agreeing to pay in advance, on each day that the Basic Rent is payable, the monthly installments on account Section 9 of Operating Expenses and Taxes, computed in accordance with Articles 8 and 9 hereof; (iii) the trustee or debtor-in-possession providing adequate assurance of the source of the rent and other consideration due under this Sublease; (iv) Subtenant’s bankruptcy estate and the trustee or debtor-in-possession providing Adequate Assurance that the bankruptcy estate (and 15.1.8. Subtenant fails to make any successor after the conclusion of the Subtenant’s bankruptcy proceedings) will continue to have sufficient unencumbered assets after the payment of all secured obligations and administrative expenses Rent required to assure Sublandlord that the bankruptcy estate be made by Subtenant within three (and any successor 3) business days after the conclusion written notice from Sublandlord; 15.1.9. Subtenant fails to secure insurance or to provide proper evidence of the Subtenant’s bankruptcy proceedings) will have sufficient funds to fulfill Subtenant’s obligations hereunder; and (f) If the trustee or the debtor-in-possession assumes the Sublease under paragraph (b) above and applicable bankruptcy law, it may assign its interest insurance as set forth in Section 8 of this Sublease only if the proposed assignee first provides Sublandlord with Adequate Assurance of Future Performance of all of Subtenant’s obligations under the Sublease, and if Sublandlord determines, in the exercise of its reasonable such failure continues for more than five (5) business judgment, that the assignment of this Sublease will not breach any other Subleasedays after written notice thereof to Subtenant, or any mortgage, financing agreement, or other agreement relating fails to keep the Building or the Park by which Sublandlord Sublease Premises or the Building or the Park is then bound (and Sublandlord shall not be required to obtain consents or waivers from any third party required under any free of lien claims as set forth in Section 14 of this Sublease, mortgageand such failure continues for more than five (5) days after written notice thereof to Subtenant; 15.1.10. Subtenant, financing agreementby its act or omission, causes an event or condition under the Master Lease which either is a default thereunder or, subject only to the delivery of any required notice or passage of any cure or grace period, would constitute a default thereunder; or 15.1.11. Subtenant fails to fulfill, keep, observe or perform any of the other covenants and obligations herein contained to be fulfilled, kept, observed and performed by Subtenant, and such agreement by which Sublandlord is then bound)failure continues for more than twenty (20) days after notice thereof in writing to Subtenant. (g) For purposes only 15.2. Upon the occurrence of paragraph (e) above, and in addition to any other requirements under the Bankruptcy Code, any future federal bankruptcy law and applicable case law, “Adequate Assurance of Future Performance” means at least the satisfaction of the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (i) the proposed assignee submitting a current financial statement, audited by a certified public accountant, that allows a net worth and working capital in amounts determined in the reasonable business judgment of Sublandlord to be sufficient to assure the future performance by the assignee of Subtenant’s obligation under this Sublease; and (ii) if requested by Sublandlord in the exercise of its reasonable business judgment, the proposed assignee obtaining a guarantee (in form and substance satisfactory to Sublandlord) from one or more persons who satisfy Sublandlord’s standards Defaults, Sublandlord may exercise any remedy against, and recover such amounts from, Subtenant as Master Landlord may exercise or be entitled to for default by Tenant under the Master Lease, which provisions of credit worthiness;the Master Lease are hereby incorporated herein by reference.

SUBTENANT’S DEFAULT. In the event that Subtenant: (aA) If at allows any time subsequent default to occur by some action or inaction on its part; (B) fails to pay, on a timely basis (which is hereinafter defined as paid prior to the date a late charge becomes due) any portion of this Sublease any one Rent or more of the following events any other sum when due hereunder ; (herein referred C) fails to as a “Default furnish certificates of Subtenant”'s required insurance to Landlord or fails to maintain same in full force and effect; (D) shall happen: (i) Subtenant shall fail to pay the Basic Rentbecomes bankrupt, Escalation Charges insolvent or additional charges hereunder when due and such failure shall continue files any debtor proceeding, takes action or has action taken against it for five (5) full Business Days after notice to Subtenant from Sublandlord (“Monetary Default”); or (ii) Subtenant shall neglect all or fail to perform or observe any other covenant herein contained on a portion of Subtenant’s part to be performed or observed and Subtenant shall fail to remedy the same within thirty (30) days after notice to Subtenant specifying such neglect or failure's assets, or if such failure is of such files a nature that Subtenant cannot reasonably remedy the same within such thirty (30) day periodpetition for corporate reorganization, Subtenant shall fail to commence promptly to remedy the same and to prosecute such remedy to completion with diligence and continuity; or (iii) Subtenant’s leasehold interest in the Subleased Premises shall be taken on execution or by other process of law directed against Subtenant; or (iv) Subtenant shall make makes an assignment for the benefit of creditors or in any other manner then Subtenant's interest hereunder shall be adjudicated insolvent, or shall file any petition or answer seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief for itself under any present or future Federal, State or other statute, law or regulation for the relief pass to another by operation of debtors law; (other than the Bankruptcy Code, as hereinafter defined), or shall seek or consent E) commits waste to or acquiesce abandons the Premises; or (H) is otherwise in default hereunder, then Subtenant is in default under this Sublease. In the appointment event of any trusteedefault in Subtenant's obligations under this Sublease, receiver Landlord may, at Landlord's option, with or liquidator without court order re-take possession of Subtenant the Premises by force or of all or any substantial part of its propertiesotherwise, or shall admit in writing its inability to pay its debts generally as they become due; or (v) An Event of Bankruptcy (as hereinafter defined) shall occur with respect to Subtenant; or (vi) A petition shall be filed against Subtenant under any law (other than the Bankruptcy Code) seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution, or similar relief under any present or future Federal, State or other statute, law or regulation and shall remain undismissed or unstayed for an aggregate of sixty (60) days (whether or not consecutive), or if any trustee, conservator, receiver or liquidator of Subtenant or of all or any substantial part of its properties shall be appointed without the consent or acquiescence of Subtenant and such appointment shall remain unvacated or unstayed for an aggregate of sixty (60) days (whether or not consecutive); or (vii) Subtenant’s failure to perform timely and subject to any cure periods any other material provision of terminate this Sublease or exercise any and all other remedy lawfully available under the circumstances from time to time and Landlord shall have the right to remove Subtenant's personal property from the Premises. Except in the instance that the Master Lease as incorporated herein. (c) For purposes of clause (a)(v) aboveis terminated due to a breach by Landlord thereunder, an “Event of Bankruptcy” means the filing of a voluntary petition by Subtenant, or the entry of an order for relief against Subtenant, under Chapter 7, 11, or 13 of the Bankruptcy Code, Subtenant hereby indemnifies and the term “Bankruptcy Code” means 11 U.S.C Sec. 101, et seq. If an Event of Bankruptcy occurs, then the trustee of Subtenant’s bankruptcy estate or Subtenant as debtor-in-possession may (subject to final approval of the court) assume this Sublease, and may subsequently assign it, only if it does the following within 60 days after the date of the filing of the voluntary petition, the entry of the order for relief (or such additional time as a court of competent jurisdiction may grant, for cause, upon a motion made within the original 60-day period): (i) file a motion to assume the Sublease with the appropriate court; (ii) satisfy all of the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (A) cure all Defaults of Subtenant under this Sublease or provide Sublandlord with Adequate Assurance (as defined below) that it will (x) cure all monetary Defaults of Subtenant hereunder within 10 days from the date of the assumption; and (y) cure all nonmonetary Defaults of Subtenant hereunder within 30 days from the date of the assumption; (B) compensate Sublandlord and any other person or entity, or provide Sublandlord with Adequate Assurance that within 10 days after the date of the assumption, it will compensate Sublandlord and such other person or entity, holds Landlord harmless for any pecuniary loss or damage that Sublandlord and such other person or entity incurred Landlord may incur as a result of any Default termination of this Sublease, re-entry without termination of this Sublease and/or removal of Subtenant, the trustee, 's property. No re-entry by Landlord or the debtor-in-possession; (C) provide Sublandlord with Adequate Assurance of Future Performance (as defined below) of all of termination shall terminate Subtenant’s 's obligations under this Sublease; and (D) deliver . Subtenant agrees to Sublandlord a written statement pay all costs of collection, including reasonable attorney's fees, if all or any part of Rent or additional rent or other sums due hereunder or damages are collected after maturity with the aid of an attorney. Subtenant also agrees to pay reasonable attorney fees in the event it is necessary for the Landlord to employ an attorney to force the Subtenant to make any such payments or comply with the covenants, obligations, or conditions of this Sublease. The above rights and remedies are not exclusive and in the event of any default of Subtenant that is not cured within the conditions herein have been satisfied. (d) For purposes only notice period aforesaid, Landlord may pursue and all rights and remedies available at law or in equity. Upon terminating this Sublease or otherwise re-entering the Demised Premises due to default of the foregoing paragraph (b)Subtenant, Landlord shall be obligated to use good faith efforts to re-let Demised Premises and Landlord may re-let to such persons, and in addition to any other requirements under the Bankruptcy Code, any future federal bankruptcy law and applicable case law, “Adequate Assurance” means at least meeting the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (i) entering an order segregating sufficient cash to pay Sublandlord and any other person or entity under paragraph (b) above, and (ii) granting to Sublandlord a valid first lien and security interest (in form acceptable to Sublandlord) in all property comprising the Subtenant’s “property for such lengths of the estate,” as that term is defined in Section 541 of the Bankruptcy Code, which lien and security interest secures the trustee’s or debtor-in-possession’s obligation to cure the monetary and nonmonetary defaults under the Sublease within the periods set forth in paragraph (b) above; (e) For purposes only of paragraph (b)time, and in addition to any other requirements under the Bankruptcy Code, any future federal bankruptcy law and applicable case law, “Adequate Assurance of Future Performance” means at least meeting the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (i) the trustee or debtor-in-possession depositing with Sublandlord, as security for the timely payment of rent rents and other monetary obligationsterms as Landlord deems best, an amount equal to the sum without relieving Subtenant of two (2) months’ Basic Rent plus an amount equal to two (2) months’ installments on account of Operating Expenses and Taxes, computed in accordance with Articles 8 and 9., (ii) the trustee or the debtor-in-possession agreeing to pay in advance, on each day that the Basic Rent is payable, the monthly installments on account of Operating Expenses and Taxes, computed in accordance with Articles 8 and 9 hereof; (iii) the trustee or debtor-in-possession providing adequate assurance of the source of the rent and other consideration due Subtenant's obligations under this Sublease; (iv) Subtenant’s bankruptcy estate . In the event the Demised Premises are re-let, Subtenant shall be liable to Landlord for all costs incurred in such re-letting including but not limited to broker fees and the trustee or debtor-in-possession providing Adequate Assurance that the bankruptcy estate (and any successor after the conclusion of the Subtenant’s bankruptcy proceedings) will continue to have sufficient unencumbered assets after the payment of all secured obligations and administrative expenses to assure Sublandlord that the bankruptcy estate (and any successor after the conclusion of the Subtenant’s bankruptcy proceedings) will have sufficient funds to fulfill Subtenant’s obligations hereunder; and (f) If the trustee or the debtor-in-possession assumes the Sublease under paragraph (b) above and applicable bankruptcy lawcommissions, it may assign its interest in this Sublease only if the proposed assignee first provides Sublandlord with Adequate Assurance of Future Performance of all of Subtenant’s obligations under the Sublease, and if Sublandlord determines, difference in the exercise rent due hereunder and rent obtained and attorney fees. Additionally, if Subtenant fails to pay or perform any of its reasonable business judgment, that the assignment of this Sublease will not breach any other Sublease, or any mortgage, financing agreement, or other agreement relating to the Building or the Park by which Sublandlord or the Building or the Park is then bound (and Sublandlord shall not be required to obtain consents or waivers from any third party required under any Sublease, mortgage, financing agreement, or other such agreement by which Sublandlord is then bound). (g) For purposes only of paragraph (e) above, and in addition to any other requirements under the Bankruptcy Code, any future federal bankruptcy law and applicable case law, “Adequate Assurance of Future Performance” means at least the satisfaction of the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (i) the proposed assignee submitting a current financial statement, audited by a certified public accountant, that allows a net worth and working capital in amounts determined in the reasonable business judgment of Sublandlord to be sufficient to assure the future performance by the assignee of Subtenant’s obligation obligations under this Sublease; and (ii) if requested by Sublandlord in the exercise , Landlord may cure such defaults at Subtenant's cost, and Subtenant shall reimburse Landlord's cost of its reasonable business judgmentcure upon demand, the proposed assignee obtaining a guarantee (in form and substance satisfactory to Sublandlord) from one or more persons who satisfy Sublandlord’s standards of credit worthiness;as additional rent payable hereunder.

SUBTENANT’S DEFAULT. If (a) If Subtenant shall default in fulfilling any ------------------- of the terms, conditions or agreements hereof, other than the covenants to pay Base Rent, Additional Rent, or other Rent, or of the Primary Lease or Primary Sublease, both as herein incorporated, and such default shall not have been remedied (or proper corrective measures to cure such default commenced and after commencement diligently and continuously prosecuted in good faith) within ten (10) days after written notice from the Sublandlord, Sublandlord may give Subtenant three (3) days notice of its intention to end the term of this Sublease, and, at any time subsequent to the date end of said three (3) days, the term of this Sublease any one or more shall expire with the same effect as if that day were the date hereinabove set forth for the termination of the following events term hereof, but Subtenant shall remain liable to the extent provided under the environmental compliance provisions of Section 25 of the Primary Lease applicable to Subtenant as provided herein and for payment of the Rent, the entire unpaid amount of which shall thereupon become immediately due, together with costs of collection (herein referred to including reasonable attorneys' fees) and interest thereon at the Interest Rate (as a “Default of Subtenant”) shall happen: defined in the Primary Sublease), or (ib) Subtenant shall fail to pay the Basic Base Rent, Escalation Charges any Additional Rent, or additional charges hereunder when due and such failure shall continue for five (5) full Business Days after notice to Subtenant from any other Rent as provided herein, then Sublandlord (“Monetary Default”); or (ii) may, unless Subtenant shall neglect or fail have cured such default within three (3) business days after written notice thereof from Sublandlord, in addition to perform or observe exercising any other covenant herein contained on Subtenant’s part right or remedies available to be performed Sublandlord hereunder or observed and Subtenant shall fail to remedy the same within thirty (30) days after notice to Subtenant specifying such neglect or failure, or if such failure is of such a nature that Subtenant cannot reasonably remedy the same within such thirty (30) day period, Subtenant shall fail to commence promptly to remedy the same and to prosecute such remedy to completion with diligence and continuity; or (iii) Subtenant’s leasehold interest in the Subleased Premises shall be taken on execution or by other process of law directed against Subtenant; or (iv) Subtenant shall make an assignment for the benefit of creditors or shall be adjudicated insolvent, or shall file any petition or answer seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief for itself under any present or future Federal, State or other statute, at law or regulation for the relief of debtors (other than the Bankruptcy Codein equity, as hereinafter defined), or shall seek or consent to or acquiesce in the appointment of any trustee, receiver or liquidator of Subtenant or of all or any substantial part of its properties, or shall admit in writing its inability to pay its debts generally as they become due; or (v) An Event of Bankruptcy (as hereinafter defined) shall occur with respect to Subtenant; or (vi) A petition shall be filed against Subtenant under any law (other than the Bankruptcy Code) seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution, or similar relief under any present or future Federal, State or other statute, law or regulation and shall remain undismissed or unstayed for an aggregate of sixty (60) days (whether or not consecutive), or if any trustee, conservator, receiver or liquidator of Subtenant or of all or any substantial part of its properties shall be appointed without the consent or acquiescence of Subtenant and such appointment shall remain unvacated or unstayed for an aggregate of sixty (60) days (whether or not consecutive); or (vii) Subtenant’s failure to perform timely and subject to any cure periods any other material provision of this Sublease or the Master Lease as incorporated herein. (c) For purposes of clause (a)(v) above, an “Event of Bankruptcy” means the filing of a voluntary petition by Subtenant, or the entry of an order for relief against Subtenant, under Chapter 7, 11, or 13 of the Bankruptcy Code, and the term “Bankruptcy Code” means 11 U.S.C Sec. 101, et seq. If an Event of Bankruptcy occurs, then the trustee of Subtenant’s bankruptcy estate or Subtenant as debtor-in-possession may (subject to final approval of the court) assume this Sublease, and may subsequently assign it, only if it does the following within 60 days after the date of the filing of the voluntary petition, the entry of the order for relief (or such additional time as a court of competent jurisdiction may grant, for cause, upon a motion made within the original 60-day period): (i) file a motion to assume the Sublease with the appropriate court; (ii) satisfy exercise all of the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (A) cure all Defaults of Subtenant under this Sublease or provide Sublandlord with Adequate Assurance (as defined below) that it will (x) cure all monetary Defaults of Subtenant hereunder within 10 days from the date remedies of the assumption; and (y) cure all nonmonetary Defaults of Subtenant hereunder within 30 days from the date of the assumption; (B) compensate Sublandlord and any other person or entity, or provide Sublandlord with Adequate Assurance that within 10 days after the date of the assumption, it will compensate Sublandlord and such other person or entity, for any pecuniary loss that Sublandlord and such other person or entity incurred as a result of any Default of Subtenant, the trustee, or the debtor-in-possession; (C) provide Sublandlord with Adequate Assurance of Future Performance (as defined below) of all of Subtenant’s obligations under this Sublease; and (D) deliver to Sublandlord a written statement that the conditions herein have been satisfied. (d) For purposes only of the foregoing paragraph (b), and in addition to any other requirements under the Bankruptcy Code, any future federal bankruptcy law and applicable case law, “Adequate Assurance” means at least meeting the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (i) entering an order segregating sufficient cash to pay Sublandlord and any other person or entity under paragraph (b) above, and (ii) granting to Sublandlord a valid first lien and security interest (in form acceptable to Sublandlord) in all property comprising the Subtenant’s “property of the estate,” as that term is defined in Section 541 of the Bankruptcy Code, which lien and security interest secures the trustee’s or debtor-in-possession’s obligation to cure the monetary and nonmonetary defaults under the Sublease within the periods Primary Landlord set forth in paragraph (b) above; (e) For purposes only Section 17 of paragraph (b), and in addition to any other requirements under the Bankruptcy Code, any future federal bankruptcy law and Primary Lease applicable case law, “Adequate Assurance of Future Performance” means at least meeting the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (i) the trustee or debtor-in-possession depositing with Sublandlord, as security for the timely payment of rent and other monetary obligations, an amount equal to the sum of two (2) months’ Basic Rent plus an amount equal premises then leased by Sublandlord to two (2) months’ installments on account of Operating Expenses and Taxes, computed in accordance with Articles 8 and 9., (ii) the trustee or the debtor-in-possession agreeing Subtenant pursuant to pay in advance, on each day that the Basic Rent is payable, the monthly installments on account of Operating Expenses and Taxes, computed in accordance with Articles 8 and 9 hereof; (iii) the trustee or debtor-in-possession providing adequate assurance of the source of the rent and other consideration due under this Sublease; (iv) Subtenant’s bankruptcy estate and the trustee or debtor-in-possession providing Adequate Assurance that the bankruptcy estate (and any successor after the conclusion of the Subtenant’s bankruptcy proceedings) will continue to have sufficient unencumbered assets after the payment of all secured obligations and administrative expenses to assure Sublandlord that the bankruptcy estate (and any successor after the conclusion of the Subtenant’s bankruptcy proceedings) will have sufficient funds to fulfill Subtenant’s obligations hereunder; and (f) If the trustee or the debtor-in-possession assumes the Sublease under paragraph (b) above and applicable bankruptcy law, it may assign its interest in this Sublease only if the proposed assignee first provides Sublandlord with Adequate Assurance of Future Performance of all of Subtenant’s obligations under the Sublease, and if Sublandlord determines, in the exercise of its reasonable business judgment, that the assignment of this Sublease will not breach any other Sublease, or any mortgage, financing agreement, or other agreement relating to the Building or the Park by which Sublandlord or the Building or the Park is then bound (and Sublandlord shall not be required to obtain consents or waivers from any third party required under any Sublease, mortgage, financing agreement, or other such agreement by which Sublandlord is then bound). (g) For purposes only of paragraph (e) above, and in addition to any other requirements under the Bankruptcy Code, any future federal bankruptcy law and applicable case law, “Adequate Assurance of Future Performance” means at least the satisfaction of the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (i) the proposed assignee submitting a current financial statement, audited by a certified public accountant, that allows a net worth and working capital in amounts determined in the reasonable business judgment of Sublandlord to be sufficient to assure the future performance by the assignee of Subtenant’s obligation under this Sublease; and (ii) if requested . Any repossession by Sublandlord in the exercise of its reasonable business judgmentSublandlord's remedies shall not terminate Subtenant's obligations hereunder, absent a termination notice from Sublandlord. If this Sublease is terminated by Sublandlord pursuant to the foregoing provisions of this clause (b), Subtenant shall remain liable to Sublandlord for (i) any Rent due prior to termination, and (ii) the payment of Rent, the proposed assignee obtaining entire unpaid amount of which shall thereupon become immediately due and payable, together with costs of collection (including reasonable attorneys' fees) and interest thereon at the Interest Rate. Notwithstanding the foregoing, in the event that Sublandlord finds a guarantee new subtenant for the remainder of the Term of the Sublease, Subtenant shall be refunded any Rent it has otherwise paid in advance under Section 9(a) or (b), to the extent that the new subtenant leases the Sublease Space for the remainder of the Term; provided, however, that Sublandlord shall retain any reasonable amounts incurred by Sublandlord in form reletting the Sublease Space including, without limitation, reasonable attorney's fees, brokerage fees, upfitting costs, and substance satisfactory to Sublandlord) from one or more persons who satisfy Sublandlord’s standards of credit worthiness;similar expenses.

SUBTENANT’S DEFAULT. If (a) If Subtenant shall default in fulfilling any of the terms, conditions or agreements hereof, other than the covenants to pay Base Rent, Additional Rent, or other Rent, or of the Primary Lease as herein incorporated, and such default shall not have been remedied (or proper corrective measures to cure such default commenced and after commencement diligently and continuously prosecuted in good faith) within ten (10) days after written notice from the Sublandlord, Sublandlord may give Subtenant three (3) days notice of its intention to end the term of this Sublease, and, at any time subsequent to the date end of said three (3) days, the term of this Sublease any one or more shall expire with the same effect as if that day were the date hereinabove set forth for the termination of the following events term hereof, but Subtenant shall remain liable to the extent provided under the environmental compliance provisions of Section 29 of the Primary Lease applicable to Subtenant as provided herein and for payment of the Rent, the entire unpaid amount of which shall thereupon become immediately due, together with costs of collection (herein referred to including reasonable attorneys’ fees) and interest thereon at the Interest Rate (as a “Default of Subtenant”) shall happen: defined herein), or (ib) Subtenant shall fail to pay the Basic Base Rent, Escalation Charges any Additional Rent, or additional charges hereunder when due and any other Rent as provided herein, then Sublandlord may, unless Subtenant shall have cured such failure shall continue for five default within three (53) full Business Days business days after written notice to Subtenant thereof from Sublandlord (“Monetary Default”); or (ii) Subtenant shall neglect or fail to perform or observe any other covenant herein contained on Subtenant’s part to be performed or observed and Subtenant shall fail to remedy the same within thirty (30) days after notice to Subtenant specifying such neglect or failureprovided, or if such failure is of such a nature that Subtenant cannot reasonably remedy the same within such thirty (30) day periodhowever, Subtenant shall fail to commence promptly to remedy the same and to prosecute such remedy to completion with diligence and continuity; or (iii) Subtenant’s leasehold interest in the Subleased Premises shall be taken on execution or by other process of law directed against Subtenant; or (iv) Subtenant shall make an assignment for the benefit of creditors or shall be adjudicated insolvent, or shall file any petition or answer seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief for itself under any present or future Federal, State or other statute, law or regulation for the relief of debtors (other than the Bankruptcy Code, as hereinafter defined), or shall seek or consent to or acquiesce in the appointment of any trustee, receiver or liquidator of Subtenant or of all or any substantial part of its properties, or shall admit in writing its inability to pay its debts generally as they become due; or (v) An Event of Bankruptcy (as hereinafter defined) shall occur with respect to Subtenant; or (vi) A petition shall be filed against Subtenant under any law (other than the Bankruptcy Code) seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution, or similar relief under any present or future Federal, State or other statute, law or regulation and shall remain undismissed or unstayed for an aggregate of sixty (60) days (whether or not consecutive), or if any trustee, conservator, receiver or liquidator of Subtenant or of all or any substantial part of its properties shall be appointed without the consent or acquiescence of Subtenant and such appointment shall remain unvacated or unstayed for an aggregate of sixty (60) days (whether or not consecutive); or (vii) Subtenant’s failure to perform timely and subject to any cure periods any other material provision of this Sublease or the Master Lease as incorporated herein. (c) For purposes of clause (a)(v) above, an “Event of Bankruptcy” means the filing of a voluntary petition by Subtenant, or the entry of an order for relief against Subtenant, under Chapter 7, 11, or 13 of the Bankruptcy Code, and the term “Bankruptcy Code” means 11 U.S.C Sec. 101, et seq. If an Event of Bankruptcy occurs, then the trustee of Subtenant’s bankruptcy estate or Subtenant as debtor-in-possession may (subject to final approval of the court) assume this Sublease, and may subsequently assign it, only if it does the following within 60 days after the date of the filing of the voluntary petition, the entry of the order for relief (or such additional time as a court of competent jurisdiction may grant, for cause, upon a motion made within the original 60-day period): (i) file a motion to assume the Sublease with the appropriate court; (ii) satisfy all of the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (A) cure all Defaults of Subtenant under this Sublease or provide Sublandlord with Adequate Assurance (as defined below) that it will (x) cure all monetary Defaults of Subtenant hereunder within 10 days from the date of the assumption; and (y) cure all nonmonetary Defaults of Subtenant hereunder within 30 days from the date of the assumption; (B) compensate Sublandlord and any other person or entity, or provide Sublandlord with Adequate Assurance that within 10 days after the date of the assumption, it will compensate Sublandlord and such other person or entity, for any pecuniary loss that Sublandlord and such other person or entity incurred as a result of any Default of Subtenant, the trustee, or the debtor-in-possession; (C) provide Sublandlord with Adequate Assurance of Future Performance (as defined below) of all of Subtenant’s obligations under this Sublease; and (D) deliver to Sublandlord a written statement that the conditions herein have been satisfied. (d) For purposes only of the foregoing paragraph (b), and in addition to any other requirements under the Bankruptcy Code, any future federal bankruptcy law and applicable case law, “Adequate Assurance” means at least meeting the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (i) entering an order segregating sufficient cash to pay Sublandlord and any other person or entity under paragraph (b) above, and (ii) granting to Sublandlord a valid first lien and security interest (in form acceptable to Sublandlord) in all property comprising the Subtenant’s “property of the estate,” as that term is defined in Section 541 of the Bankruptcy Code, which lien and security interest secures the trustee’s or debtor-in-possession’s obligation to cure the monetary and nonmonetary defaults under the Sublease within the periods set forth in paragraph (b) above; (e) For purposes only of paragraph (b), and in addition to any other requirements under the Bankruptcy Code, any future federal bankruptcy law and applicable case law, “Adequate Assurance of Future Performance” means at least meeting the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (i) the trustee or debtor-in-possession depositing with Sublandlord, as security for the timely payment of rent and other monetary obligations, an amount equal to the sum of two (2) months’ Basic Rent plus an amount equal to two (2) months’ installments on account of Operating Expenses and Taxes, computed in accordance with Articles 8 and 9., (ii) the trustee or the debtor-in-possession agreeing to pay in advance, on each day that the Basic Rent is payable, the monthly installments on account of Operating Expenses and Taxes, computed in accordance with Articles 8 and 9 hereof; (iii) the trustee or debtor-in-possession providing adequate assurance of the source of the rent and other consideration due under this Sublease; (iv) Subtenant’s bankruptcy estate and the trustee or debtor-in-possession providing Adequate Assurance that the bankruptcy estate (and any successor after the conclusion of the Subtenant’s bankruptcy proceedings) will continue to have sufficient unencumbered assets after the payment of all secured obligations and administrative expenses to assure Sublandlord that the bankruptcy estate (and any successor after the conclusion of the Subtenant’s bankruptcy proceedings) will have sufficient funds to fulfill Subtenant’s obligations hereunder; and (f) If the trustee or the debtor-in-possession assumes the Sublease under paragraph (b) above and applicable bankruptcy law, it may assign its interest in this Sublease only if the proposed assignee first provides Sublandlord with Adequate Assurance of Future Performance of all of Subtenant’s obligations under the Sublease, and if Sublandlord determines, in the exercise of its reasonable business judgment, that the assignment of this Sublease will not breach any other Sublease, or any mortgage, financing agreement, or other agreement relating to the Building or the Park by which Sublandlord or the Building or the Park is then bound (and Sublandlord shall not be required to obtain consents or waivers from provide written notice of any third party required under default if Sublandlord has already provided written notice on any Sublease, mortgage, financing agreement, or other such agreement by which Sublandlord is then bound). (gdefault hereunder during the twelve month period preceding the current default) For purposes only of paragraph (e) above, and in addition to exercising any other requirements under the Bankruptcy Coderight or remedies available to Sublandlord hereunder or at law or in equity, any future federal bankruptcy law and applicable case law, “Adequate Assurance of Future Performance” means at least the satisfaction exercise all of the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (i) remedies of the proposed assignee submitting a current financial statement, audited by a certified public accountant, that allows a net worth and working capital Primary Landlord set forth in amounts determined in Section 24 of the reasonable business judgment of Sublandlord to be sufficient to assure the future performance by the assignee of Subtenant’s obligation under this Sublease; and (ii) if requested Primary Lease. Any repossession by Sublandlord in the exercise of its reasonable business judgmentSublandlord’s remedies shall not terminate Subtenant’s obligations hereunder, absent a termination notice from Sublandlord. If this Sublease is terminated by Sublandlord pursuant to the foregoing provisions of clause (b) of this Section 9, Subtenant shall remain liable to Sublandlord for (i) any Rent due prior to termination, and (ii) the payment of Rent, the proposed assignee obtaining a guarantee entire unpaid amount of which shall thereupon become immediately due and payable, together with costs of collection (including reasonable attorneys’ fees) and interest thereon at the Interest Rate. When used herein, the term “Interest Rate” shall mean the per annum rate equal to the lesser of: (a) the Prime Rate as published in form and substance satisfactory to Sublandlordthe Wall Street Journal on the date the amount in question was due plus 5%; or (b) from one or more persons who satisfy Sublandlord’s standards of credit worthiness;15%.

SUBTENANT’S DEFAULT. (a) If at any time subsequent to the date of this Sublease any one or more Each of the following events (herein referred to as a shall be an “Default Event of Subtenant”) shall happenDefault” hereunder: (i) 10.1.1 If Subtenant shall fail to pay default in the Basic Rent, Escalation Charges or additional charges hereunder payment when due of any installment of Base Rent and such failure default shall continue for five three (53) full Business Days business days after notice of such default is given to Subtenant, or in the payment when due of any other item of Rent and such default shall continue for three (3) business days after notice of such default is given to Subtenant, except that if Sublandlord shall have given one (1) such notice in any twelve (12) month period, Subtenant from Sublandlord shall not be entitled to any further notice of its delinquency in the payment of Rent until such time as twelve (“Monetary Default”)12) consecutive months shall have elapsed without Subtenant having defaulted in any such payment; or (ii) 10.1.2 if Subtenant shall neglect default in the observance or fail to perform performance of any term, covenant or observe any other covenant herein contained condition on Subtenant’s part to be observed or performed under any other lease with Sublandlord or observed Sublandlord’s predecessor in interest of space in the Building and such default shall continue beyond any grace period set forth in such other lease for the remedying of such default or if Subtenant shall fail cause Sublandlord to remedy be in default of its obligations under the same within thirty Prime Lease; or 10.1.3 if the Premises shall become abandoned (30) days after notice to Subtenant specifying such neglect or failurethe Premises shall not be deemed abandoned if, or if such failure is of such a nature notwithstanding that Subtenant cannot reasonably remedy shall have vacated the same within such thirty (30) day periodPremises, Subtenant shall fail continue to commence promptly to remedy the same and to prosecute such remedy to completion with diligence and continuityfulfill its obligations under this Sublease); or (iii) 10.1.4 if Subtenant’s leasehold interest or any portion thereof in the Subleased Premises this Sublease shall be taken on execution devolve upon or pass to any person, whether by other process operation of law directed against Subtenantor otherwise, except as expressly permitted under Article 5 hereof; or 10.1.5 (iva) if Subtenant shall make an assignment for the benefit of creditors commence or shall be adjudicated institute any case, proceeding or other action (i) seeking relief on its behalf as debtor, or to adjudicate it a bankrupt or insolvent, or shall file any petition or answer seeking any reorganization, arrangement, compositionadjustment, readjustmentwinding-up, liquidation, dissolution dissolution, composition or similar other relief for itself with respect to it or its debts under any present existing or future Federallaw of any jurisdiction, State domestic or foreign, relating to bankruptcy, insolvency, reorganization or relief of debtors, or (ii) seeking appointment of a receiver, trustee, custodian or other statute, law similar official for it or regulation for the relief of debtors (other than the Bankruptcy Code, as hereinafter defined), or shall seek or consent to or acquiesce in the appointment of any trustee, receiver or liquidator of Subtenant or of all or any substantial part of its properties, or shall admit in writing its inability to pay its debts generally as they become dueproperty and same is not discontinued within thirty (30) days; or (v) An Event of Bankruptcy (as hereinafter defined) shall occur with respect to Subtenant; or (vi) A petition shall be filed against Subtenant under any law (other than the Bankruptcy Code) seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution, or similar relief under any present or future Federal, State or other statute, law or regulation and shall remain undismissed or unstayed for an aggregate of sixty (60) days (whether or not consecutive), or if any trustee, conservator, receiver or liquidator of Subtenant or of all or any substantial part of its properties shall be appointed without the consent or acquiescence of Subtenant and such appointment shall remain unvacated or unstayed for an aggregate of sixty (60) days (whether or not consecutive); or (vii) Subtenant’s failure to perform timely and subject to any cure periods any other material provision of this Sublease or the Master Lease as incorporated herein. (c) For purposes of clause (a)(v) above, an “Event of Bankruptcy” means the filing of a voluntary petition by Subtenant, or the entry of an order for relief against Subtenant, under Chapter 7, 11, or 13 of the Bankruptcy Code, and the term “Bankruptcy Code” means 11 U.S.C Sec. 101, et seq. If an Event of Bankruptcy occurs, then the trustee of Subtenant’s bankruptcy estate or Subtenant as debtor-in-possession may (subject to final approval of the court) assume this Sublease, and may subsequently assign it, only if it does the following within 60 days after the date of the filing of the voluntary petition, the entry of the order for relief (or such additional time as a court of competent jurisdiction may grant, for cause, upon a motion made within the original 60-day period): (i) file a motion to assume the Sublease with the appropriate court; (ii) satisfy all of the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (A) cure all Defaults of Subtenant under this Sublease or provide Sublandlord with Adequate Assurance (as defined below) that it will (x) cure all monetary Defaults of Subtenant hereunder within 10 days from the date of the assumption; and (y) cure all nonmonetary Defaults of Subtenant hereunder within 30 days from the date of the assumption; (B) compensate Sublandlord and any other person or entity, or provide Sublandlord with Adequate Assurance that within 10 days after the date of the assumption, it will compensate Sublandlord and such other person or entity, for any pecuniary loss that Sublandlord and such other person or entity incurred as a result of any Default of Subtenant, the trustee, or the debtor-in-possession; (C) provide Sublandlord with Adequate Assurance of Future Performance (as defined below) of all of Subtenant’s obligations under this Sublease; and (D) deliver to Sublandlord a written statement that the conditions herein have been satisfied. (d) For purposes only of the foregoing paragraph (b), and in addition to any other requirements under the Bankruptcy Code, any future federal bankruptcy law and applicable case law, “Adequate Assurance” means at least meeting the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (i) entering an order segregating sufficient cash to pay Sublandlord and any other person or entity under paragraph (b) above, and (ii) granting to Sublandlord a valid first lien and security interest (in form acceptable to Sublandlord) in all property comprising the Subtenant’s “property of the estate,” as that term is defined in Section 541 of the Bankruptcy Code, which lien and security interest secures the trustee’s or debtor-in-possession’s obligation to cure the monetary and nonmonetary defaults under the Sublease within the periods set forth in paragraph (b) above; (e) For purposes only of paragraph (b), and in addition to any other requirements under the Bankruptcy Code, any future federal bankruptcy law and applicable case law, “Adequate Assurance of Future Performance” means at least meeting the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (i) the trustee or debtor-in-possession depositing with Sublandlord, as security for the timely payment of rent and other monetary obligations, an amount equal to the sum of two (2) months’ Basic Rent plus an amount equal to two (2) months’ installments on account of Operating Expenses and Taxes, computed in accordance with Articles 8 and 9., (ii) the trustee or the debtor-in-possession agreeing to pay in advance, on each day that the Basic Rent is payable, the monthly installments on account of Operating Expenses and Taxes, computed in accordance with Articles 8 and 9 hereof; (iii) the trustee or debtor-in-possession providing adequate assurance of the source of the rent and other consideration due under this Sublease; (iv) Subtenant’s bankruptcy estate and the trustee or debtor-in-possession providing Adequate Assurance that the bankruptcy estate (and any successor after the conclusion of the Subtenant’s bankruptcy proceedings) will continue to have sufficient unencumbered assets after the payment of all secured obligations and administrative expenses to assure Sublandlord that the bankruptcy estate (and any successor after the conclusion of the Subtenant’s bankruptcy proceedings) will have sufficient funds to fulfill Subtenant’s obligations hereunder; and (f) If the trustee or the debtor-in-possession assumes the Sublease under paragraph (b) above and applicable bankruptcy law, it may assign its interest in this Sublease only if the proposed assignee first provides Sublandlord with Adequate Assurance of Future Performance of all of Subtenant’s obligations under the Sublease, and if Sublandlord determines, in the exercise of its reasonable business judgment, that the assignment of this Sublease will not breach any other Sublease, or any mortgage, financing agreement, or other agreement relating to the Building or the Park by which Sublandlord or the Building or the Park is then bound (and Sublandlord shall not be required to obtain consents or waivers from any third party required under any Sublease, mortgage, financing agreement, or other such agreement by which Sublandlord is then bound). (g) For purposes only of paragraph (e) above, and in addition to any other requirements under the Bankruptcy Code, any future federal bankruptcy law and applicable case law, “Adequate Assurance of Future Performance” means at least the satisfaction of the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (i) the proposed assignee submitting a current financial statement, audited by a certified public accountant, that allows a net worth and working capital in amounts determined in the reasonable business judgment of Sublandlord to be sufficient to assure the future performance by the assignee of Subtenant’s obligation under this Sublease; and (ii) if requested by Sublandlord in the exercise of its reasonable business judgment, the proposed assignee obtaining a guarantee (in form and substance satisfactory to Sublandlord) from one or more persons who satisfy Sublandlord’s standards of credit worthiness;

SUBTENANT’S DEFAULT. (a) If at any time subsequent to the date The occurrence of this Sublease any one or more of the following events shall constitute a default and breach of this Sublease by Subtenant: (herein referred to as a “Default of Subtenant”a) shall happen: (i) if Subtenant shall fail fails to pay the Basic Rent, Escalation Charges any Rent or additional any other charges hereunder required to be paid by Subtenant under this Sublease when due and such failure shall continue payable for a period of five (5) full Business Days days after written notice to thereof is received by Subtenant from Sublandlord (“Monetary Default”); or (ii) specifying such failure, provided that Subtenant shall neglect not be entitled to such notice and grace period more than two times in any consecutive twelve (12) month period; or fail (b) if Subtenant fails to perform or observe promptly and fully any other covenant herein covenant, condition, or agreement contained on Subtenant’s part to be performed or observed in this Sublease and Subtenant shall fail to remedy the same within thirty such failure continues for twenty (3020) days after receipt of written notice thereof from Sublandlord to Subtenant specifying or such neglect longer time as is reasonably required by Subtenant to cure; or failure, or (c) if such failure is of such Subtenant makes a nature that Subtenant cannot reasonably remedy the same within such thirty (30) day period, Subtenant shall fail to commence promptly to remedy the same and to prosecute such remedy to completion with diligence and continuity; or (iii) Subtenant’s leasehold interest in the Subleased Premises shall be taken on execution or by other process of law directed against Subtenant; or (iv) Subtenant shall make an general assignment for the benefit of creditors or shall be adjudicated insolvent, or shall file any petition or answer seeking any reorganization, provides for an arrangement, composition, readjustmentextension, liquidationor adjustment with its creditors; or (d) if Subtenant files a voluntary petition for relief, dissolution or similar relief for itself if a petition against Subtenant in a proceeding under any present or future Federal, State the federal bankruptcy laws or other statute, law insolvency laws is filed and not withdrawn or regulation for the relief of debtors dismissed within ninety (other than the Bankruptcy Code, as hereinafter defined)90) days thereafter, or shall seek or consent to or acquiesce in if under the appointment provisions of any trusteelaw providing for reorganization or winding up of corporations any court of competent jurisdiction assumes jurisdiction, receiver custody, or liquidator control of Subtenant or of all or any substantial part of its propertiesproperty and such jurisdiction, custody, or shall admit control remains in writing its inability to pay its debts generally as they become due; or (v) An Event of Bankruptcy (as hereinafter defined) shall occur with respect to Subtenant; or (vi) A petition shall be filed against Subtenant under any law (other than the Bankruptcy Code) seeking any reorganizationforce unrelinquished, arrangement, composition, readjustment, liquidation, dissolutionunstayed, or similar relief under any present unterminated for a period of ninety (90) days; or future Federal, State or other statute, law or regulation and shall remain undismissed or unstayed for an aggregate of sixty (60) days (whether or not consecutive), or if any trustee, conservator, receiver or liquidator of Subtenant or of all or any substantial part of its properties shall be appointed without the consent or acquiescence of Subtenant and such appointment shall remain unvacated or unstayed for an aggregate of sixty (60) days (whether or not consecutive); or (vii) Subtenant’s failure to perform timely and subject to any cure periods any other material provision of this Sublease or the Master Lease as incorporated herein. (c) For purposes of clause (a)(v) above, an “Event of Bankruptcy” means the filing of a voluntary petition by Subtenant, or the entry of an order for relief against Subtenant, under Chapter 7, 11, or 13 of the Bankruptcy Code, and the term “Bankruptcy Code” means 11 U.S.C Sec. 101, et seq. If an Event of Bankruptcy occurs, then the trustee of Subtenant’s bankruptcy estate or Subtenant as debtor-in-possession may (subject to final approval of the court) assume this Sublease, and may subsequently assign it, only if it does the following within 60 days after the date of the filing of the voluntary petition, the entry of the order for relief (or such additional time as a court of competent jurisdiction may grant, for cause, upon a motion made within the original 60-day period): (i) file a motion to assume the Sublease with the appropriate court; (ii) satisfy all of the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (A) cure all Defaults of Subtenant under this Sublease or provide Sublandlord with Adequate Assurance (as defined below) that it will (x) cure all monetary Defaults of Subtenant hereunder within 10 days from the date of the assumption; and (y) cure all nonmonetary Defaults of Subtenant hereunder within 30 days from the date of the assumption; (B) compensate Sublandlord and any other person or entity, or provide Sublandlord with Adequate Assurance that within 10 days after the date of the assumption, it will compensate Sublandlord and such other person or entity, for any pecuniary loss that Sublandlord and such other person or entity incurred as a result of any Default of Subtenant, the trustee, or the debtor-in-possession; (C) provide Sublandlord with Adequate Assurance of Future Performance (as defined below) of all of Subtenant’s obligations under this Sublease; and (D) deliver to Sublandlord a written statement that the conditions herein have been satisfied. (d) For purposes only of the foregoing paragraph (b), and in addition to any other requirements under the Bankruptcy Code, any future federal bankruptcy law and applicable case law, “Adequate Assurance” means at least meeting the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (i) entering an order segregating sufficient cash to pay Sublandlord and any other person or entity under paragraph (b) above, and (ii) granting to Sublandlord a valid first lien and security interest (in form acceptable to Sublandlord) in all property comprising the Subtenant’s “property of the estate,” as that term is defined in Section 541 of the Bankruptcy Code, which lien and security interest secures the trustee’s or debtor-in-possession’s obligation to cure the monetary and nonmonetary defaults under the Sublease within the periods set forth in paragraph (b) above; (e) For purposes only if, in any proceeding or action in which Subtenant is a party, a trustee, receiver, agent, or custodian is appointed to take charge of paragraph the Leased Space or any of Subtenant's property (b), and in addition or has the authority to any other requirements under the Bankruptcy Code, any future federal bankruptcy law and applicable case law, “Adequate Assurance of Future Performance” means at least meeting the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (ido so) the trustee or debtor-in-possession depositing with Sublandlord, as security for the timely payment purpose of rent and other monetary obligations, an amount equal to enforcing a lien against the sum of two (2) months’ Basic Rent plus an amount equal to two (2) months’ installments on account of Operating Expenses and Taxes, computed in accordance with Articles 8 and 9Leased Space or Subtenant's property., (ii) the trustee or the debtor-in-possession agreeing to pay in advance, on each day that the Basic Rent is payable, the monthly installments on account of Operating Expenses and Taxes, computed in accordance with Articles 8 and 9 hereof; (iii) the trustee or debtor-in-possession providing adequate assurance of the source of the rent and other consideration due under this Sublease; (iv) Subtenant’s bankruptcy estate and the trustee or debtor-in-possession providing Adequate Assurance that the bankruptcy estate (and any successor after the conclusion of the Subtenant’s bankruptcy proceedings) will continue to have sufficient unencumbered assets after the payment of all secured obligations and administrative expenses to assure Sublandlord that the bankruptcy estate (and any successor after the conclusion of the Subtenant’s bankruptcy proceedings) will have sufficient funds to fulfill Subtenant’s obligations hereunder; and (f) If the trustee or the debtor-in-possession assumes the Sublease under paragraph (b) above and applicable bankruptcy law, it may assign its interest in this Sublease only if the proposed assignee first provides Sublandlord with Adequate Assurance of Future Performance of all of Subtenant’s obligations under the Sublease, and if Sublandlord determines, in the exercise of its reasonable business judgment, that the assignment of this Sublease will not breach any other Sublease, or any mortgage, financing agreement, or other agreement relating to the Building or the Park by which Sublandlord or the Building or the Park is then bound (and Sublandlord shall not be required to obtain consents or waivers from any third party required under any Sublease, mortgage, financing agreement, or other such agreement by which Sublandlord is then bound). (g) For purposes only of paragraph (e) above, and in addition to any other requirements under the Bankruptcy Code, any future federal bankruptcy law and applicable case law, “Adequate Assurance of Future Performance” means at least the satisfaction of the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (i) the proposed assignee submitting a current financial statement, audited by a certified public accountant, that allows a net worth and working capital in amounts determined in the reasonable business judgment of Sublandlord to be sufficient to assure the future performance by the assignee of Subtenant’s obligation under this Sublease; and (ii) if requested by Sublandlord in the exercise of its reasonable business judgment, the proposed assignee obtaining a guarantee (in form and substance satisfactory to Sublandlord) from one or more persons who satisfy Sublandlord’s standards of credit worthiness;

SUBTENANT’S DEFAULT. (a) If at any time subsequent to the date of this Sublease any 14.1 Any one or more of the following events (herein referred to as shall be considered a “Default Default” by Subtenant, as such term is used in this Sublease: • Subtenant fails to make any payment of Rent required to be made by Subtenant within three (3) business days following notice from Sublandlord that the same is past due; • Subtenant fails to fulfill, keep, observe or perform any of the other covenants and obligations herein contained to be fulfilled, kept, observed and performed by Subtenant”) shall happen: (i) Subtenant shall fail to pay the Basic Rent, Escalation Charges or additional charges hereunder when due and such failure shall continue continues for five more than twenty (5) full Business Days after notice to Subtenant from Sublandlord (“Monetary Default”); or (ii) Subtenant shall neglect or fail to perform or observe any other covenant herein contained on Subtenant’s part to be performed or observed and Subtenant shall fail to remedy the same within thirty (3020) days after notice to Subtenant specifying such neglect or failure, or if such failure is of such a nature that Subtenant cannot reasonably remedy the same within such thirty (30) day period, Subtenant shall fail to commence promptly to remedy the same and to prosecute such remedy to completion with diligence and continuity; or (iii) Subtenant’s leasehold interest in the Subleased Premises shall be taken on execution or by other process of law directed against Subtenant; or (iv) Subtenant shall make an assignment for the benefit of creditors or shall be adjudicated insolvent, or shall file any petition or answer seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief for itself under any present or future Federal, State or other statute, law or regulation for the relief of debtors (other than the Bankruptcy Code, as hereinafter defined), or shall seek or consent to or acquiesce in the appointment of any trustee, receiver or liquidator of Subtenant or of all or any substantial part of its properties, or shall admit thereof in writing its inability to pay its debts generally as they become due; or (v) An Event of Bankruptcy (as hereinafter defined) shall occur with respect to Subtenant; or provided, however, in the event Subtenant shall reasonably require in excess of twenty (vi20) A petition days to cure such default, then Subtenant shall be filed against Subtenant under any law have such additional time (other than the Bankruptcy Code) seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution, or similar relief under any present or future Federal, State or other statute, law or regulation and shall remain undismissed or unstayed for an aggregate of not to exceed sixty (60) days days) to cure, provided that Subtenant shall have commenced to cure within such twenty (whether 20)-day period, and thereafter diligently prosecutes the same to completion.; or not consecutive)• The breach of the same rule under the Rules and Regulations, on more than (3) occasions, following written notice from Sublandlord on each occasion; or • Subtenant shall be adjudged an involuntary bankrupt, or if any trusteea decree or order approving, conservatoras properly filed, receiver a petition or liquidator answer filed against Subtenant asking reorganization of Subtenant under the Federal bankruptcy laws as now or hereafter amended, or under the laws of all or any substantial part of its properties State, shall be appointed without the consent entered, and any such decree or acquiescence of Subtenant and such appointment judgment or order shall remain unvacated not have been vacated or unstayed for an aggregate of stayed or set aside within sixty (60) days (whether or not consecutive); or (vii) Subtenant’s failure to perform timely and subject to any cure periods any other material provision of this Sublease or the Master Lease as incorporated herein. (c) For purposes of clause (a)(v) above, an “Event of Bankruptcy” means the filing of a voluntary petition by Subtenant, or the entry of an order for relief against Subtenant, under Chapter 7, 11, or 13 of the Bankruptcy Code, and the term “Bankruptcy Code” means 11 U.S.C Sec. 101, et seq. If an Event of Bankruptcy occurs, then the trustee of Subtenant’s bankruptcy estate or Subtenant as debtor-in-possession may (subject to final approval of the court) assume this Sublease, and may subsequently assign it, only if it does the following within 60 days after the date of the filing of the voluntary petition, the entry of the order for relief (or such additional time as a court of competent jurisdiction may grant, for cause, upon a motion made within the original 60-day period): (i) file a motion to assume the Sublease with the appropriate court; (ii) satisfy all of the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (A) cure all Defaults of Subtenant under this Sublease or provide Sublandlord with Adequate Assurance (as defined below) that it will (x) cure all monetary Defaults of Subtenant hereunder within 10 days from the date of the assumptionentry or granting thereof; or • Subtenant shall file, or admit the jurisdiction of the court and (y) cure all nonmonetary Defaults the material allegations contained in, any petition in bankruptcy, or any petition pursuant or purporting to be pursuant to the Federal Bankruptcy laws now or hereafter amended, or Subtenant shall institute any proceedings for relief of Subtenant hereunder under any bankruptcy or insolvency laws or any laws relating to the relief of debtors, readjustment of indebtedness, re-organization, arrangements, composition or extension; or • Subtenant shall (i) abandon the Sublease Premises during the Term for a continuous period in excess of five (5) consecutive business days and Subtenant is during that time in Default of its other obligations under this Sublease (Subtenant waives any right to notice Subtenant may have under Section 1951.3 of the Civil Code of the State of California, the terms of this Section 14.1 being deemed such notice to Subtenant as required by said Section 1951.3) or (ii) assign this Sublease or further sublet the Sublease Premises other than in strict accordance with Section 8 of this Sublease; or • Subtenant fails to secure insurance or to provide proper evidence of insurance as set forth in Section 7 of this Sublease and does not cure such failure within 30 five (5) business days following notice from Sublandlord or fails to keep the Sublease Premises or the Building free of lien claims as set forth in Section 13 of this Sublease where such failure is not cured within ten (10) business days following receipt of notice or actual knowledge of the imposition of any such lien; or • Subtenant, by its act or omission, causes an event or condition under the Master Lease which either is a default thereunder, or subject only to the delivery of any required notice or passage of any cure or grace period, would constitute a default thereunder, and such default is not cured within the greater of (a) five (5) days less than any period allowed under the Master Lease (provided that where notice from Master Landlord is required and given under the Master Lease, Sublandlord agrees to use good faith efforts to provide as quickly as reasonably practicable a copy of any such notice to Subtenant), or (b) three (3) business days from Sublandlord's written notice of such default to Subtenant. 14.2 Upon the occurrence of any one or more Default(s), Sublandlord may exercise any remedy against Subtenant which Master Landlord may exercise for default by Sublandlord under the Master Lease or under applicable law. Without limiting the generality of the foregoing, Sublandlord may exercise the damage remedies available under any applicable law, including without limiting the foregoing, California Civil Code Sections 1951.2 and 1951.4 or any similar or successor statute which provides that a lessor may continue a lease in effect and recover damages as they become due. Subtenant expressly acknowledges and agrees that the restrictions on assignment and sub-subletting imposed by this Sublease are reasonable for purposes of California Civil Code Section 1951.4 and any successor or similar statute. 14.3 If Sublandlord provides Subtenant with written notice of Subtenant's failure to comply with any specific provision of this Sublease on three (3) separate occasions during any twelve (12) month period, Subtenant's subsequent violation of such provision shall, at Sublandlord's option, be an incurable Default by Subtenant. All notices sent under this Article shall be in satisfaction of, and not in addition to, notice required by law. 14.4 If Subtenant shall default in the observance or performance of any term or covenant of this Sublease on Subtenant's part to be observed or performed, and if such default has not been cured following five (5) business days notice to Subtenant (or such shorter time in the event of an emergency or otherwise specified in this Sublease), then Sublandlord may (but shall not be obligated to), immediately or at any time thereafter, perform the same for the account of Subtenant. If Sublandlord makes any expenditure or incurs any obligation for the payment of money in connection therewith (including, without limitation, reasonable attorneys fees and disbursements,), then such sums paid, or obligations incurred, together with interest thereon at the lesser of (i) [***] or (ii) the maximum rate allowable under Law from the date of the assumption; expenditure until repaid (Bthe “Interest Rate”), shall be deemed to be Other Charges under this Sublease and shall be paid by Subtenant to Sublandlord within five (5) compensate Sublandlord and any other person or entity, or provide Sublandlord with Adequate Assurance that within 10 days after the date of the assumption, it will compensate Sublandlord and such other person or entity, for any pecuniary loss that Sublandlord and such other person or entity incurred as a result of any Default of Subtenant, the trustee, or the debtor-in-possession; (C) provide Sublandlord with Adequate Assurance of Future Performance (as defined below) of all of Subtenant’s obligations under this Sublease; and (D) deliver to Sublandlord a written statement that the conditions herein have been satisfied. (d) For purposes only of the foregoing paragraph (b), and in addition to any other requirements under the Bankruptcy Code, any future federal bankruptcy law and applicable case law, “Adequate Assurance” means at least meeting the following conditions, which Sublandlord and Sublandlord's demand therefor. Subtenant acknowledge to be commercially reasonable: (i) entering an order segregating sufficient cash to pay Sublandlord and any other person or entity under paragraph (b) above, and (ii) granting to Sublandlord a valid first lien and security interest (in form acceptable to Sublandlord) in all property comprising the Subtenant’s “property of the estate,” as that term is defined in Section 541 of the Bankruptcy Code, which lien and security interest secures the trustee’s or debtor-in-possession’s obligation to cure the monetary and nonmonetary defaults under the Sublease within the periods set forth in paragraph (b) above; (e) For purposes only of paragraph (b), and in addition to any other requirements under the Bankruptcy Code, any future federal bankruptcy law and applicable case law, “Adequate Assurance of Future Performance” means at least meeting the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (i) the trustee or debtor-in-possession depositing with Sublandlord, as security for the timely payment of rent and other monetary obligations, an amount equal to the sum of two (2) months’ Basic Rent plus an amount equal to two (2) months’ installments on account of Operating Expenses and Taxes, computed in accordance with Articles 8 and 9., (ii) the trustee or the debtor-in-possession agreeing to pay in advance, on each day that the Basic Rent is payable, the monthly installments on account of Operating Expenses and Taxes, computed in accordance with Articles 8 and 9 hereof; (iii) the trustee or debtor-in-possession providing adequate assurance of the source of the rent and other consideration due under this Sublease; (iv) Subtenant’s bankruptcy estate and the trustee or debtor-in-possession providing Adequate Assurance that the bankruptcy estate (and any successor after the conclusion of the Subtenant’s bankruptcy proceedings) will continue to have sufficient unencumbered assets after the payment of all secured obligations and administrative expenses to assure Sublandlord that the bankruptcy estate (and any successor after the conclusion of the Subtenant’s bankruptcy proceedings) will have sufficient funds to fulfill Subtenant’s obligations hereunder; and (f) If the trustee or the debtor-in-possession assumes the Sublease under paragraph (b) above and applicable bankruptcy law, it may assign hereby expressly waives its interest in this Sublease only if the proposed assignee first provides Sublandlord with Adequate Assurance of Future Performance of all of Subtenant’s obligations under the Sublease, and if Sublandlord determines, in the exercise of its reasonable business judgment, that the assignment of this Sublease will not breach any other Sublease, or any mortgage, financing agreement, or other agreement relating to the Building or the Park by which Sublandlord or the Building or the Park is then bound (and Sublandlord shall not be required to obtain consents or waivers from any third party required rights under any Sublease, mortgage, financing agreement, or other such agreement by which Sublandlord is then bound)statute to make repairs at the expense of Sublandlord. (g) For purposes only of paragraph (e) above, and in addition to any other requirements under the Bankruptcy Code, any future federal bankruptcy law and applicable case law, “Adequate Assurance of Future Performance” means at least the satisfaction of the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (i) the proposed assignee submitting a current financial statement, audited by a certified public accountant, that allows a net worth and working capital in amounts determined in the reasonable business judgment of Sublandlord to be sufficient to assure the future performance by the assignee of Subtenant’s obligation under this Sublease; and (ii) if requested by Sublandlord in the exercise of its reasonable business judgment, the proposed assignee obtaining a guarantee (in form and substance satisfactory to Sublandlord) from one or more persons who satisfy Sublandlord’s standards of credit worthiness;

SUBTENANT’S DEFAULT. (a) If at any time subsequent to the date of this Sublease any 15.1 Any one or more of the following events (herein referred to shall be considered a "Default" by Subtenant, as a “Default of Subtenant”) shall happensuch terms are used in this Sublease: (i) 15.1.1 Subtenant shall fail to pay be adjudged an involuntary bankrupt, or a decree or order approving, as properly filed, a petition or answer filed against Subtenant asking reorganization of Subtenant under the Basic RentFederal bankruptcy laws as now or hereafter amended, Escalation Charges or additional charges hereunder when due under the laws of any state, shall be entered, and any such failure decree or judgment or order shall continue for five not have been vacated or stayed or set aside within sixty (560) full Business Days after notice to Subtenant days from Sublandlord (“Monetary Default”)the date of the entry or granting thereof; or (ii) 15.1.2 Subtenant shall neglect file, or fail to perform admit the jurisdiction of the court and the material allegations contained in, any petition in bankruptcy, or observe any other covenant herein contained on Subtenant’s part petition pursuant or purporting to be performed pursuant to the Federal Bankruptcy laws now or observed and hereafter amended, or Subtenant shall fail institute any proceedings for relief of Subtenant under any bankruptcy or insolvency laws or any laws relating to remedy the same within thirty (30) days after notice to Subtenant specifying such neglect relief of debtors, readjustment of indebtedness, re-organization, arrangements, composition or failure, or if such failure is of such a nature that Subtenant cannot reasonably remedy the same within such thirty (30) day period, Subtenant shall fail to commence promptly to remedy the same and to prosecute such remedy to completion with diligence and continuityextension; or (iii) Subtenant’s leasehold interest in the Subleased Premises shall be taken on execution or by other process of law directed against Subtenant; or (iv) 15.1.3 Subtenant shall make an any assignment for the benefit of creditors or shall be adjudicated insolvent, or shall file any petition or answer seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief apply for itself under any present or future Federal, State or other statute, law or regulation for the relief of debtors (other than the Bankruptcy Code, as hereinafter defined), or shall seek or consent to or acquiesce in the appointment of any trustee, a receiver or liquidator of for Subtenant or any of all or any substantial part the property of its properties, or Subtenant; or 15.1.4 Subtenant shall admit in writing its inability to pay its debts generally as they become due; or 15.1.5 The Sublease Premises are levied on by any revenue officer or similar officer, or 15.1.6 A decree or order appointing a receiver of the property of Subtenant shall be made and such decree or order shall not have been vacated, stayed or set aside within thirty (v30) An Event days from the date of Bankruptcy entry or granting thereof; or 15.1.7 Subtenant shall vacate or abandon the Sublease Premises during the Sublease Term or assign this Sublease or further sublet of the Sublease Premises other than in strict accordance with Section 8; or 15.1.8 Subtenant fails to make any payment of Rent required to be made by Subtenant as and when the same is due; or 15.1.9 Subtenant fails to secure insurance or to provide proper evidence of insurance as set forth in Section 8 of this Sublease or fails to keep the Sublease Premises or the Building free of lien claims as set forth in Section 14 of this Sublease and either such failure continues for more than three (as hereinafter defined3) shall occur with respect days after written notice thereof to Subtenant; or (vi) A petition shall be filed against Subtenant 15.1.10 Subtenant, by its act or omission, causes an event or condition under the Master Lease which either is a default thereunder or, subject only to the delivery of any law (other than the Bankruptcy Code) seeking required notice or passage of any reorganizationcure or grace period, arrangement, composition, readjustment, liquidation, dissolution, or similar relief under any present or future Federal, State or other statute, law or regulation and shall remain undismissed or unstayed for an aggregate of sixty (60) days (whether or not consecutive), or if any trustee, conservator, receiver or liquidator of Subtenant or of all or any substantial part of its properties shall be appointed without the consent or acquiescence of Subtenant and such appointment shall remain unvacated or unstayed for an aggregate of sixty (60) days (whether or not consecutive)would constitute a default thereunder; or 15.1.11 Subtenant fails to fulfill, keep, observe or perform any of the other covenants and obligations herein contained to be fulfilled, kept, observed and performed by Subtenant, and such failure continues for more than fifteen (vii15) days after notice thereof in writing to Subtenant’s failure . 15.2 Upon the occurrence of any one or more Defaults, Sublandlord may exercise any remedy against, and recover such amounts from, Subtenant as Master Landlord may exercise or be entitled to perform timely and subject to any cure periods any other material provision for default by Tenant under the Master Lease, which provisions of this Sublease or the Master Lease as are hereby incorporated hereinherein by reference. (c) For purposes of clause (a)(v) above, an “Event of Bankruptcy” means the filing of a voluntary petition by Subtenant, or the entry of an order for relief against Subtenant, under Chapter 7, 11, or 13 of the Bankruptcy Code, and the term “Bankruptcy Code” means 11 U.S.C Sec. 101, et seq. If an Event of Bankruptcy occurs, then the trustee of Subtenant’s bankruptcy estate or Subtenant as debtor-in-possession may (subject to final approval of the court) assume this Sublease, and may subsequently assign it, only if it does the following within 60 days after the date of the filing of the voluntary petition, the entry of the order for relief (or such additional time as a court of competent jurisdiction may grant, for cause, upon a motion made within the original 60-day period): (i) file a motion to assume the Sublease with the appropriate court; (ii) satisfy all of the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (A) cure all Defaults of Subtenant under this Sublease or provide Sublandlord with Adequate Assurance (as defined below) that it will (x) cure all monetary Defaults of Subtenant hereunder within 10 days from the date of the assumption; and (y) cure all nonmonetary Defaults of Subtenant hereunder within 30 days from the date of the assumption; (B) compensate Sublandlord and any other person or entity, or provide Sublandlord with Adequate Assurance that within 10 days after the date of the assumption, it will compensate Sublandlord and such other person or entity, for any pecuniary loss that Sublandlord and such other person or entity incurred as a result of any Default of Subtenant, the trustee, or the debtor-in-possession; (C) provide Sublandlord with Adequate Assurance of Future Performance (as defined below) of all of Subtenant’s obligations under this Sublease; and (D) deliver to Sublandlord a written statement that the conditions herein have been satisfied. (d) For purposes only of the foregoing paragraph (b), and in addition to any other requirements under the Bankruptcy Code, any future federal bankruptcy law and applicable case law, “Adequate Assurance” means at least meeting the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (i) entering an order segregating sufficient cash to pay Sublandlord and any other person or entity under paragraph (b) above, and (ii) granting to Sublandlord a valid first lien and security interest (in form acceptable to Sublandlord) in all property comprising the Subtenant’s “property of the estate,” as that term is defined in Section 541 of the Bankruptcy Code, which lien and security interest secures the trustee’s or debtor-in-possession’s obligation to cure the monetary and nonmonetary defaults under the Sublease within the periods set forth in paragraph (b) above; (e) For purposes only of paragraph (b), and in addition to any other requirements under the Bankruptcy Code, any future federal bankruptcy law and applicable case law, “Adequate Assurance of Future Performance” means at least meeting the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (i) the trustee or debtor-in-possession depositing with Sublandlord, as security for the timely payment of rent and other monetary obligations, an amount equal to the sum of two (2) months’ Basic Rent plus an amount equal to two (2) months’ installments on account of Operating Expenses and Taxes, computed in accordance with Articles 8 and 9., (ii) the trustee or the debtor-in-possession agreeing to pay in advance, on each day that the Basic Rent is payable, the monthly installments on account of Operating Expenses and Taxes, computed in accordance with Articles 8 and 9 hereof; (iii) the trustee or debtor-in-possession providing adequate assurance of the source of the rent and other consideration due under this Sublease; (iv) Subtenant’s bankruptcy estate and the trustee or debtor-in-possession providing Adequate Assurance that the bankruptcy estate (and any successor after the conclusion of the Subtenant’s bankruptcy proceedings) will continue to have sufficient unencumbered assets after the payment of all secured obligations and administrative expenses to assure Sublandlord that the bankruptcy estate (and any successor after the conclusion of the Subtenant’s bankruptcy proceedings) will have sufficient funds to fulfill Subtenant’s obligations hereunder; and (f) If the trustee or the debtor-in-possession assumes the Sublease under paragraph (b) above and applicable bankruptcy law, it may assign its interest in this Sublease only if the proposed assignee first provides Sublandlord with Adequate Assurance of Future Performance of all of Subtenant’s obligations under the Sublease, and if Sublandlord determines, in the exercise of its reasonable business judgment, that the assignment of this Sublease will not breach any other Sublease, or any mortgage, financing agreement, or other agreement relating to the Building or the Park by which Sublandlord or the Building or the Park is then bound (and Sublandlord shall not be required to obtain consents or waivers from any third party required under any Sublease, mortgage, financing agreement, or other such agreement by which Sublandlord is then bound). (g) For purposes only of paragraph (e) above, and in addition to any other requirements under the Bankruptcy Code, any future federal bankruptcy law and applicable case law, “Adequate Assurance of Future Performance” means at least the satisfaction of the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (i) the proposed assignee submitting a current financial statement, audited by a certified public accountant, that allows a net worth and working capital in amounts determined in the reasonable business judgment of Sublandlord to be sufficient to assure the future performance by the assignee of Subtenant’s obligation under this Sublease; and (ii) if requested by Sublandlord in the exercise of its reasonable business judgment, the proposed assignee obtaining a guarantee (in form and substance satisfactory to Sublandlord) from one or more persons who satisfy Sublandlord’s standards of credit worthiness;

SUBTENANT’S DEFAULT. 14.1 In lieu of the provisions of Section 19.1 (aEvents of Default) If at any time subsequent to of the date of this Sublease Master Lease, any one or more of the following events (herein referred to as shall be considered a “Default of Default” by Subtenant”) shall happen, as such term is used in this Sublease: (ia) Subtenant shall fail to pay be adjudged an involuntary bankrupt, or a decree or order approving, as properly filed, a petition or answer filed against Subtenant asking reorganization of Subtenant under the Basic RentFederal bankruptcy laws as now or hereafter amended, Escalation Charges or additional charges hereunder when due under the laws of any State, shall be entered, and any such failure decree or judgment or order shall continue for five not have been vacated or stayed or set aside within sixty (560) full Business Days after notice to Subtenant days from Sublandlord (“Monetary Default”)the date of the entry or granting thereof; or (iib) Subtenant shall neglect file, or fail to perform admit the jurisdiction of the court and the material allegations contained in, any petition in bankruptcy, or observe any other covenant herein contained on Subtenant’s part petition pursuant or purporting to be performed pursuant to the Federal Bankruptcy laws now or observed and hereafter amended, or Subtenant shall fail institute any proceedings for relief of Subtenant under any bankruptcy or insolvency laws or any laws relating to remedy the same within thirty (30) days after notice to Subtenant specifying such neglect relief of debtors, readjustment of indebtedness, re-organization, arrangements, composition or failure, or if such failure is of such a nature that Subtenant cannot reasonably remedy the same within such thirty (30) day period, Subtenant shall fail to commence promptly to remedy the same and to prosecute such remedy to completion with diligence and continuityextension; or (iii) Subtenant’s leasehold interest in the Subleased Premises shall be taken on execution or by other process of law directed against Subtenant; or (ivc) Subtenant shall make an any assignment of this Sublease for the benefit of creditors or shall be adjudicated insolvent, or shall file any petition or answer seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief apply for itself under any present or future Federal, State or other statute, law or regulation for the relief of debtors (other than the Bankruptcy Code, as hereinafter defined), or shall seek or consent to or acquiesce in the appointment of any trustee, a receiver or liquidator of for Subtenant or any of all or any substantial part the property of its properties, or Subtenant; or (d) Subtenant shall admit in writing its inability to pay its debts generally as they become due; or (ve) An Event The Premises are levied on by any revenue officer or similar officer, and such ▇▇▇▇ is not released within five (5) business days’ notice of Bankruptcy the same; or (f) A decree or order appointing a receiver of the property of Subtenant shall be made and such decree or order shall not have been vacated, stayed or set aside within thirty (30) days from the date of entry or granting thereof; or (g) Subtenant shall vacate without payment of rent or abandon the Premises (as hereinafter defineddescribed in California Civil Code Section 1951.3) shall occur during the Sublease Term or assign this Sublease or further sublet the Premises other than in strict accordance with respect Section 8 of this Sublease; or (h) Subtenant fails to make any payment of Rent required to be made by Subtenant as and when the same is due and such failure or delinquency continues for five (5) days following written notice from Sublandlord; or (i) Subtenant fails to secure insurance or to provide proper evidence of insurance as set forth in Section 7 of this Sublease or fails to keep the Premises or the Building or the Master Landlord’s Project free of lien claims as set forth in Section 13 of this Sublease and either such failure continues for more than thirty (30) days after written notice thereof to Subtenant; or (vij) A petition shall be filed against Subtenant Subtenant, by its act or omission, causes an event or condition under any law (other than the Bankruptcy Code) seeking any reorganizationMaster Lease which is a default, arrangementand fails to cure the same after receipt of written notice from Sublandlord, composition, readjustment, liquidation, dissolution, or similar relief under any present or future Federal, State or other statute, law or regulation which notice may provide a time period for cure and shall remain undismissed or unstayed for an aggregate permit Sublandlord to require cure within two-thirds the time permitted to Sublandlord to cure any default under the Master Lease and where reasonably practicable, except in the case of sixty emergency, shall provide not less than three (603) business days (whether or not consecutive), or if any trustee, conservator, receiver or liquidator of Subtenant or of all or any substantial part of its properties shall be appointed without the consent or acquiescence of Subtenant and such appointment shall remain unvacated or unstayed for an aggregate of sixty (60) days (whether or not consecutive)to cure; or (viik) Subtenant’s failure Subtenant fails to fulfill, keep, observe or perform timely any of the other covenants and subject obligations herein contained to any cure periods any other material provision of this Sublease or the Master Lease as incorporated herein. (c) For purposes of clause (a)(v) abovebe fulfilled, an “Event of Bankruptcy” means the filing of a voluntary petition kept, observed and performed by Subtenant, or the entry of an order and such failure continues for relief against Subtenantmore than thirty (30) days after notice thereof in writing to Subtenant provided, under Chapter 7however, 11, or 13 if such default is of the Bankruptcy Code, and the term “Bankruptcy Code” means 11 U.S.C Sec. 101, et seq. If an Event of Bankruptcy occurstype which cannot reasonably be cured within thirty (30) days, then Tenant shall have such longer time as is reasonably necessary provided Tenant commences to cure within five (5) days after receipt of written notice from Landlord and diligently prosecutes such cure to completion. 14.2 Upon the trustee occurrence of Subtenant’s bankruptcy estate any one or more Default(s), Sublandlord may exercise any remedy against Subtenant as debtor-in-possession which Master Landlord may (subject to final approval exercise for default by Sublandlord under the Master Lease. Without limiting the generality of the courtforegoing, Sublandlord may exercise the damage remedies available under California Civil Code Sections 1951.2 and 1951.4 or any similar or successor statute which provides that a lessor may continue a lease in effect and recover damages as they become due. 14.3 In addition to the late charge described in Section 4.5 above, any Rent or other amounts owing hereunder which are not paid within five (5) assume this Sublease, and may subsequently assign it, only if it does the following within 60 business days after the date of the filing of the voluntary petition, the entry of the order for relief (or such additional time as a court of competent jurisdiction may grant, for cause, upon a motion made within the original 60-day period): (i) file a motion to assume the Sublease with the appropriate court; (ii) satisfy all of the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (A) cure all Defaults of Subtenant under this Sublease or provide Sublandlord with Adequate Assurance (as defined below) that it will (x) cure all monetary Defaults of Subtenant hereunder within 10 days they are due shall bear interest from the date when due until paid at the Interest Rate. For purposes of the assumption; and (y) cure all nonmonetary Defaults of Subtenant hereunder within 30 days from the date of the assumption; (B) compensate Sublandlord and any other person or entity, or provide Sublandlord with Adequate Assurance that within 10 days after the date of the assumption, it will compensate Sublandlord and such other person or entity, for any pecuniary loss that Sublandlord and such other person or entity incurred as a result of any Default of Subtenantthis Sublease, the trustee, or “Interest Rate” shall be an annual rate equal to the debtor-in-possession; (C) provide Sublandlord with Adequate Assurance of Future Performance (as defined below) of all of Subtenant’s obligations under this Sublease; and (D) deliver to Sublandlord a written statement that the conditions herein have been satisfied. (d) For purposes only of the foregoing paragraph (b), and in addition to any other requirements under the Bankruptcy Code, any future federal bankruptcy law and applicable case law, “Adequate Assurance” means at least meeting the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (i) entering an order segregating sufficient cash to pay Sublandlord and any other person or entity under paragraph (b) above, and (ii) granting to Sublandlord a valid first lien and security interest (in form acceptable to Sublandlord) in all property comprising the Subtenant’s “property of the estate,” as that term is defined in Section 541 of the Bankruptcy Code, which lien and security interest secures the trustee’s or debtor-in-possession’s obligation to cure the monetary and nonmonetary defaults under the Sublease within the periods set forth in paragraph (b) above; (e) For purposes only of paragraph (b), and in addition to any other requirements under the Bankruptcy Code, any future federal bankruptcy law and applicable case law, “Adequate Assurance of Future Performance” means at least meeting the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: lesser of: (i) the trustee annual “Bank Prime Loan” rate cited in the Federal Reserve Statistical Release Publication H.15 (519), published weekly (or debtor-in-possession depositing with Sublandlordsuch other comparable index as Sublandlord and Subtenant shall reasonably agree upon if such rate ceases to be published), as security for the timely payment of rent and other monetary obligationsplus five (5) percent, an amount equal to the sum of two (2) months’ Basic Rent plus an amount equal to two (2) months’ installments on account of Operating Expenses and Taxes, computed in accordance with Articles 8 and 9., or (ii) the trustee or the debtor-in-possession agreeing to pay in advance, on each day that the Basic Rent is payable, the monthly installments on account of Operating Expenses and Taxes, computed in accordance with Articles 8 and 9 hereof; (iii) the trustee or debtor-in-possession providing adequate assurance of the source of the rent and other consideration due under this Sublease; (iv) Subtenant’s bankruptcy estate and the trustee or debtor-in-possession providing Adequate Assurance that the bankruptcy estate (and any successor after the conclusion of the Subtenant’s bankruptcy proceedings) will continue to have sufficient unencumbered assets after the payment of all secured obligations and administrative expenses to assure Sublandlord that the bankruptcy estate (and any successor after the conclusion of the Subtenant’s bankruptcy proceedings) will have sufficient funds to fulfill Subtenant’s obligations hereunder; and (f) If the trustee or the debtor-in-possession assumes the Sublease under paragraph (b) above and highest rate permitted by applicable bankruptcy law, it may assign its interest in this Sublease only if the proposed assignee first provides Sublandlord with Adequate Assurance of Future Performance of all of Subtenant’s obligations under the Sublease, and if Sublandlord determines, in the exercise of its reasonable business judgment, that the assignment of this Sublease will not breach any other Sublease, or any mortgage, financing agreement, or other agreement relating to the Building or the Park by which Sublandlord or the Building or the Park is then bound (and Sublandlord shall not be required to obtain consents or waivers from any third party required under any Sublease, mortgage, financing agreement, or other such agreement by which Sublandlord is then bound). (g) For purposes only of paragraph (e) above, and in addition to any other requirements under the Bankruptcy Code, any future federal bankruptcy law and applicable case law, “Adequate Assurance of Future Performance” means at least the satisfaction of the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (i) the proposed assignee submitting a current financial statement, audited by a certified public accountant, that allows a net worth and working capital in amounts determined in the reasonable business judgment of Sublandlord to be sufficient to assure the future performance by the assignee of Subtenant’s obligation under this Sublease; and (ii) if requested by Sublandlord in the exercise of its reasonable business judgment, the proposed assignee obtaining a guarantee (in form and substance satisfactory to Sublandlord) from one or more persons who satisfy Sublandlord’s standards of credit worthiness;

SUBTENANT’S DEFAULT. (a) If at any time subsequent to the date of this Sublease any 14.1 Any one or more of the following events (herein referred to as shall be considered a “Default of Default” by Subtenant”) shall happen, as such term is used in this Sublease: (ia) Subtenant shall fail to pay be adjudged an involuntary bankrupt, or a decree or order approving, as properly filed, a petition or answer filed against Subtenant asking reorganization of Subtenant under the Basic RentFederal bankruptcy laws as now or hereafter amended, Escalation Charges or additional charges hereunder when due and such failure under the laws of any State, shall continue for five (5) full Business Days after notice to Subtenant from Sublandlord (“Monetary Default”)be entered; or (iib) Subtenant shall neglect file, or fail to perform admit the jurisdiction of the court and the material allegations contained in, any petition in bankruptcy, or observe any other covenant herein contained on Subtenant’s part petition pursuant or purporting to be performed pursuant to the Federal Bankruptcy laws now or observed and hereafter amended, or Subtenant shall fail institute any proceedings for relief of Subtenant under any bankruptcy or insolvency laws or any laws relating to remedy the same within thirty (30) days after notice to Subtenant specifying such neglect relief of debtors, readjustment of indebtedness, re-organization, arrangements, composition or failure, or if such failure is of such a nature that Subtenant cannot reasonably remedy the same within such thirty (30) day period, Subtenant shall fail to commence promptly to remedy the same and to prosecute such remedy to completion with diligence and continuityextension; or (iii) Subtenant’s leasehold interest in the Subleased Premises shall be taken on execution or by other process of law directed against Subtenant; or (ivc) Subtenant shall make an any assignment for the benefit of creditors or shall be adjudicated insolvent, or shall file any petition or answer seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief apply for itself under any present or future Federal, State or other statute, law or regulation for the relief of debtors (other than the Bankruptcy Code, as hereinafter defined), or shall seek or consent to or acquiesce in the appointment of any trustee, a receiver or liquidator of for Subtenant or any of all or any substantial part the property of its properties, or Subtenant; or (d) Subtenant shall admit in writing its inability to pay its debts generally as they become due; or (ve) An Event of Bankruptcy (as hereinafter defined) shall occur with respect to SubtenantThe Premises are levied on by any revenue officer or similar officer; or (vif) A petition decree or order appointing a receiver of the property of Subtenant shall be filed against Subtenant under any law (other than the Bankruptcy Code) seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution, or similar relief under any present or future Federal, State or other statute, law or regulation and shall remain undismissed or unstayed for an aggregate of sixty (60) days (whether or not consecutive), or if any trustee, conservator, receiver or liquidator of Subtenant or of all or any substantial part of its properties shall be appointed without the consent or acquiescence of Subtenant and such appointment shall remain unvacated or unstayed for an aggregate of sixty (60) days (whether or not consecutive)made; or (viig) Subtenant’s failure Subtenant shall assign this Sublease or further sublet the Premises other than in strict accordance with Article 8; or (h) Subtenant fails to perform timely and subject make any payment of Rent required to any cure periods any other material provision be made by Subtenant after three (3) days of receipt by Subtenant of written notice that Sublandlord has not received such payment due; or (i) Subtenant fails to secure insurance or to provide proper evidence of insurance as set forth in Article 7 of this Sublease or fails to keep the Premises, or the Building, or the Master Landlord’s Project free of lien claims as set forth in Article 13 of this Sublease; or (j) Subtenant, by its act or omission, causes an event or condition under the Master Lease as incorporated herein.which either is a default thereunder or, subject only to the delivery of any required notice or passage of any cure or grace period, would constitute a default thereunder; or (ck) For purposes Subtenant fails to fulfill, keep, observe or perform any of clause (a)(v) abovethe other covenants and obligations herein contained to be fulfilled, an “Event of Bankruptcy” means the filing of a voluntary petition kept, observed and performed by Subtenant, or the entry of an order and such failure continues for relief against Subtenant, under Chapter 7, 11, or 13 of the Bankruptcy Code, and the term “Bankruptcy Code” means 11 U.S.C Sec. 101, et seq. If an Event of Bankruptcy occurs, then the trustee of Subtenant’s bankruptcy estate or Subtenant as debtor-in-possession may more than fifteen (subject to final approval of the court15) assume this Sublease, and may subsequently assign it, only if it does the following within 60 days after notice thereof to Subtenant. 14.2 Upon the date of the filing of the voluntary petition, the entry of the order for relief (or such additional time as a court of competent jurisdiction may grant, for cause, upon a motion made within the original 60-day period): (i) file a motion to assume the Sublease with the appropriate court; (ii) satisfy all of the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (A) cure all Defaults of Subtenant under this Sublease or provide Sublandlord with Adequate Assurance (as defined below) that it will (x) cure all monetary Defaults of Subtenant hereunder within 10 days from the date of the assumption; and (y) cure all nonmonetary Defaults of Subtenant hereunder within 30 days from the date of the assumption; (B) compensate Sublandlord and any other person or entity, or provide Sublandlord with Adequate Assurance that within 10 days after the date of the assumption, it will compensate Sublandlord and such other person or entity, for any pecuniary loss that Sublandlord and such other person or entity incurred as a result occurrence of any Default of Subtenant, the trustee, or the debtor-in-possession; (C) provide Sublandlord with Adequate Assurance of Future Performance (as defined below) of all of Subtenant’s obligations under this Sublease; and (D) deliver to Sublandlord a written statement that the conditions herein have been satisfied. (d) For purposes only of the foregoing paragraph (b), and in addition to any other requirements under the Bankruptcy Code, any future federal bankruptcy law and applicable case law, “Adequate Assurance” means at least meeting the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (i) entering an order segregating sufficient cash to pay Sublandlord and any other person or entity under paragraph (b) above, and (ii) granting to Sublandlord a valid first lien and security interest (in form acceptable to Sublandlord) in all property comprising the Subtenant’s “property of the estate,” as that term is defined in Section 541 of the Bankruptcy Code, which lien and security interest secures the trustee’s or debtor-in-possession’s obligation to cure the monetary and nonmonetary defaults under the Sublease within the periods set forth in paragraph (b) above; (e) For purposes only of paragraph (b), and in addition to any other requirements under the Bankruptcy Code, any future federal bankruptcy law and applicable case law, “Adequate Assurance of Future Performance” means at least meeting the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (i) the trustee or debtor-in-possession depositing with Sublandlord, as security for the timely payment of rent and other monetary obligations, an amount equal to the sum of two (2) months’ Basic Rent plus an amount equal to two (2) months’ installments on account of Operating Expenses and Taxes, computed in accordance with Articles 8 and 9., (ii) the trustee or the debtor-in-possession agreeing to pay in advance, on each day that the Basic Rent is payable, the monthly installments on account of Operating Expenses and Taxes, computed in accordance with Articles 8 and 9 hereof; (iii) the trustee or debtor-in-possession providing adequate assurance of the source of the rent and other consideration due under this Sublease; (iv) Subtenant’s bankruptcy estate and the trustee or debtor-in-possession providing Adequate Assurance that the bankruptcy estate (and any successor after the conclusion of the Subtenant’s bankruptcy proceedings) will continue to have sufficient unencumbered assets after the payment of all secured obligations and administrative expenses to assure Sublandlord that the bankruptcy estate (and any successor after the conclusion of the Subtenant’s bankruptcy proceedings) will have sufficient funds to fulfill Subtenant’s obligations hereunder; and (f) If the trustee or the debtor-in-possession assumes the Sublease under paragraph (b) above and applicable bankruptcy law, it may assign its interest in this Sublease only if the proposed assignee first provides Sublandlord with Adequate Assurance of Future Performance of all of Subtenant’s obligations under the Sublease, and if Sublandlord determines, in the exercise of its reasonable business judgment, that the assignment of this Sublease will not breach any other Sublease, or any mortgage, financing agreement, or other agreement relating to the Building or the Park by which Sublandlord or the Building or the Park is then bound (and Sublandlord shall not be required to obtain consents or waivers from any third party required under any Sublease, mortgage, financing agreement, or other such agreement by which Sublandlord is then bound). (g) For purposes only of paragraph (e) above, and in addition to any other requirements under the Bankruptcy Code, any future federal bankruptcy law and applicable case law, “Adequate Assurance of Future Performance” means at least the satisfaction of the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (i) the proposed assignee submitting a current financial statement, audited by a certified public accountant, that allows a net worth and working capital in amounts determined in the reasonable business judgment of Sublandlord to be sufficient to assure the future performance by the assignee of Subtenant’s obligation under this Sublease; and (ii) if requested by Sublandlord in the exercise of its reasonable business judgment, the proposed assignee obtaining a guarantee (in form and substance satisfactory to Sublandlord) from one or more persons who satisfy Sublandlord’s standards Default(s), Sublandlord may exercise any remedy against Subtenant which Master Landlord may exercise for default by Sublandlord under the Master Lease. Without limiting the generality of credit worthiness;the foregoing, Sublandlord may exercise the damage remedies available under any statute and the California Civil Code Sections 1951.2 and 1951.4 which provides that a lessor may continue a lease in effect and recover damages as they become due.

SUBTENANT’S DEFAULT. (a) If at any time subsequent to the date of this Sublease any 15.1 Any one or more of the following events (herein referred to as shall be considered a “Default of Default” by Subtenant”) shall happen, as such term is used in this Sublease: (i) 15.1.1 Subtenant shall fail to pay be adjudged an involuntary bankrupt, or a decree or order approving, as properly filed, a petition or answer filed against Subtenant asking reorganization of Subtenant under the Basic RentFederal bankruptcy laws as now or hereafter amended, Escalation Charges or additional charges hereunder when due under the laws of any state, shall be entered, and any such failure decree or judgment or order shall continue for five not have been vacated or stayed or set aside within sixty (560) full Business Days after notice to Subtenant days from Sublandlord (“Monetary Default”)the date of the entry or granting thereof; or (ii) 15.1.2 Subtenant shall neglect file, or fail to perform admit the jurisdiction of the court and the material allegations contained in, any petition in bankruptcy, or observe any other covenant herein contained on Subtenant’s part petition pursuant or purporting to be performed pursuant to the Federal Bankruptcy laws now or observed and hereafter amended, or Subtenant shall fail institute any proceedings for relief of Subtenant under any bankruptcy or insolvency laws or any laws relating to remedy the same within thirty (30) days after notice to Subtenant specifying such neglect relief of debtors, readjustment of indebtedness, re-organization, arrangements, composition or failure, or if such failure is of such a nature that Subtenant cannot reasonably remedy the same within such thirty (30) day period, Subtenant shall fail to commence promptly to remedy the same and to prosecute such remedy to completion with diligence and continuityextension; or (iii) Subtenant’s leasehold interest in the Subleased Premises shall be taken on execution or by other process of law directed against Subtenant; or (iv) 15.1.3 Subtenant shall make an any assignment for the benefit of creditors or shall be adjudicated insolvent, or shall file any petition or answer seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief apply for itself under any present or future Federal, State or other statute, law or regulation for the relief of debtors (other than the Bankruptcy Code, as hereinafter defined), or shall seek or consent to or acquiesce in the appointment of any trustee, a receiver or liquidator of for Subtenant or any of all or any substantial part the property of its properties, or Subtenant; or 15.1.4 Subtenant shall admit in writing its inability to pay its debts generally as they become due; or 15.1.5 The Sublease Premises are levied on by any revenue officer or similar officer; or 15.1.6 A decree or order appointing a receiver of the property of Subtenant shall be made and such decree or order shall not have been vacated, stayed or set aside within thirty (v30) An Event days from the date of Bankruptcy entry or granting thereof; or 15.1.7 Subtenant shall abandon the Sublease Premises during the Term or assign this Sublease or further sublet of the Sublease Premises other than in strict accordance with Section 9; or 15.1.8 Subtenant fails to make any payment of Rent required to be made by Subtenant as and when the same is due and such failure continues for five (5) days after written notice from Sublandlord; or 15.1.9 Subtenant fails to secure insurance or to provide proper evidence of insurance as hereinafter definedset forth in Section 8 of this Sublease or fails to keep the Sublease Premises or the Building free of lien claims as set forth in Section 14 of this Sublease and either such failure continues for more than five (5) shall occur with respect days after written notice thereof to Subtenant; or (vi) A petition shall be filed against Subtenant 15.1.10 Subtenant, by its act or omission, causes an event or condition under the Master Lease which either is a default thereunder or, subject only to the delivery of any law (other than the Bankruptcy Code) seeking required notice or passage of any reorganizationcure or grace period, arrangement, composition, readjustment, liquidation, dissolution, or similar relief under any present or future Federal, State or other statute, law or regulation and shall remain undismissed or unstayed for an aggregate of sixty (60) days (whether or not consecutive), or if any trustee, conservator, receiver or liquidator of Subtenant or of all or any substantial part of its properties shall be appointed without the consent or acquiescence of Subtenant and such appointment shall remain unvacated or unstayed for an aggregate of sixty (60) days (whether or not consecutive)would constitute a default thereunder; or 15.1.11 Subtenant fails to fulfill, keep, observe or perform any of the other covenants and obligations herein contained to be fulfilled, kept, observed and performed by Subtenant, and such failure continues for more than twenty (vii20) days after notice thereof in writing to Subtenant’s failure . 15.2 Upon the occurrence of any one or more Defaults, Sublandlord may exercise any remedy against, and recover such amounts from, Subtenant as Master Landlord may exercise or be entitled to perform timely and subject to any cure periods any other material provision for default by Tenant under the Master Lease, which provisions of this Sublease or the Master Lease as are hereby incorporated herein. (c) For purposes of clause (a)(v) above, an “Event of Bankruptcy” means herein by reference. Without limiting the filing of a voluntary petition by Subtenant, or the entry of an order for relief against Subtenant, under Chapter 7, 11, or 13 generality of the Bankruptcy Codeforegoing, Sublandlord may exercise the damage remedies available under California Civil Code Sections 1951.2 and the term “Bankruptcy Code” means 11 U.S.C Sec. 101, et seq. If an Event of Bankruptcy occurs, then the trustee of Subtenant’s bankruptcy estate or Subtenant as debtor-in-possession may (subject to final approval of the court) assume this Sublease, and may subsequently assign it, only if it does the following within 60 days after the date of the filing of the voluntary petition, the entry of the order for relief (or such additional time as a court of competent jurisdiction may grant, for cause, upon a motion made within the original 60-day period): (i) file a motion to assume the Sublease with the appropriate court; (ii) satisfy all of the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (A) cure all Defaults of Subtenant under this Sublease or provide Sublandlord with Adequate Assurance (as defined below) that it will (x) cure all monetary Defaults of Subtenant hereunder within 10 days from the date of the assumption; and (y) cure all nonmonetary Defaults of Subtenant hereunder within 30 days from the date of the assumption; (B) compensate Sublandlord and any other person or entity, or provide Sublandlord with Adequate Assurance that within 10 days after the date of the assumption, it will compensate Sublandlord and such other person or entity, for any pecuniary loss that Sublandlord and such other person or entity incurred as a result of any Default of Subtenant, the trustee, or the debtor-in-possession; (C) provide Sublandlord with Adequate Assurance of Future Performance (as defined below) of all of Subtenant’s obligations under this Sublease; and (D) deliver to Sublandlord a written statement that the conditions herein have been satisfied. (d) For purposes only of the foregoing paragraph (b), and in addition to any other requirements under the Bankruptcy Code, any future federal bankruptcy law and applicable case law, “Adequate Assurance” means at least meeting the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (i) entering an order segregating sufficient cash to pay Sublandlord and any other person or entity under paragraph (b) above, and (ii) granting to Sublandlord a valid first lien and security interest (in form acceptable to Sublandlord) in all property comprising the Subtenant’s “property of the estate,” as that term is defined in Section 541 of the Bankruptcy Code, which lien and security interest secures the trustee’s or debtor-in-possession’s obligation to cure the monetary and nonmonetary defaults under the Sublease within the periods set forth in paragraph (b) above; (e) For purposes only of paragraph (b), and in addition to any other requirements under the Bankruptcy Code, any future federal bankruptcy law and applicable case law, “Adequate Assurance of Future Performance” means at least meeting the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (i) the trustee or debtor-in-possession depositing with Sublandlord, as security for the timely payment of rent and other monetary obligations, an amount equal to the sum of two (2) months’ Basic Rent plus an amount equal to two (2) months’ installments on account of Operating Expenses and Taxes, computed in accordance with Articles 8 and 9., (ii) the trustee or the debtor-in-possession agreeing to pay in advance, on each day that the Basic Rent is payable, the monthly installments on account of Operating Expenses and Taxes, computed in accordance with Articles 8 and 9 hereof; (iii) the trustee or debtor-in-possession providing adequate assurance of the source of the rent and other consideration due under this Sublease; (iv) Subtenant’s bankruptcy estate and the trustee or debtor-in-possession providing Adequate Assurance that the bankruptcy estate (and any successor after the conclusion of the Subtenant’s bankruptcy proceedings) will continue to have sufficient unencumbered assets after the payment of all secured obligations and administrative expenses to assure Sublandlord that the bankruptcy estate (and any successor after the conclusion of the Subtenant’s bankruptcy proceedings) will have sufficient funds to fulfill Subtenant’s obligations hereunder; and (f) If the trustee or the debtor-in-possession assumes the Sublease under paragraph (b) above and applicable bankruptcy law, it may assign its interest in this Sublease only if the proposed assignee first provides Sublandlord with Adequate Assurance of Future Performance of all of Subtenant’s obligations under the Sublease, and if Sublandlord determines, in the exercise of its reasonable business judgment, that the assignment of this Sublease will not breach any other Sublease, 1951.4 or any mortgage, financing agreement, similar or other agreement relating to the Building or the Park by successor statute which Sublandlord or the Building or the Park is then bound (provides that a lessor may continue a lease in effect and Sublandlord shall not be required to obtain consents or waivers from any third party required under any Sublease, mortgage, financing agreement, or other such agreement by which Sublandlord is then bound)recover damages as they become due. (g) For purposes only of paragraph (e) above, and in addition to any other requirements under the Bankruptcy Code, any future federal bankruptcy law and applicable case law, “Adequate Assurance of Future Performance” means at least the satisfaction of the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (i) the proposed assignee submitting a current financial statement, audited by a certified public accountant, that allows a net worth and working capital in amounts determined in the reasonable business judgment of Sublandlord to be sufficient to assure the future performance by the assignee of Subtenant’s obligation under this Sublease; and (ii) if requested by Sublandlord in the exercise of its reasonable business judgment, the proposed assignee obtaining a guarantee (in form and substance satisfactory to Sublandlord) from one or more persons who satisfy Sublandlord’s standards of credit worthiness;

SUBTENANT’S DEFAULT. (a) If at any time subsequent to the date of this Sublease any 14.1. Any one or more of the following events (herein referred to as shall be considered a “Default of Default” by Subtenant”) shall happen, as such term is used in this Sublease: a. Subtenant fails to make any payment of Rent required to be made by Subtenant within three (i3) business days following written notice from Sublandlord that the same is past due; or b. Subtenant shall fail fails to pay fulfill, keep, observe or perform any of the Basic Rentother covenants and obligations herein contained to be fulfilled, Escalation Charges or additional charges hereunder when due kept, observed and performed by Subtenant, and such failure shall continue continues for more than twenty-five (5) full Business Days after notice to Subtenant from Sublandlord (“Monetary Default”); or (ii) Subtenant shall neglect or fail to perform or observe any other covenant herein contained on Subtenant’s part to be performed or observed and Subtenant shall fail to remedy the same within thirty (3025) days after notice thereof in writing to Subtenant specifying Subtenant, or for such neglect or longer period as may be reasonably required to cure such failure, or if provided Subtenant is continuously and diligently prosecuting such failure is of such a nature that Subtenant cannot reasonably remedy the same within such thirty (30) day period, Subtenant shall fail to commence promptly to remedy the same and to prosecute such remedy cure at all times to completion with diligence and continuitysuch cure period does not cause Sublandlord to be in an event of default under the Master Lease; provided, such notice shall be in lieu of, and not in addition to, any notice required under Section 1161 et seq. of the California Code of Civil Procedure; or (iii) Subtenant’s leasehold interest in the Subleased Premises c. Subtenant shall be taken on execution or by other process of law directed against Subtenant; or (iv) Subtenant shall make adjudged an assignment for the benefit of creditors or shall be adjudicated insolventinvoluntary bankrupt, or shall file any a decree or order approving a petition or answer seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief for itself under any present or future Federal, State or other statute, law or regulation for the relief of debtors (other than the Bankruptcy Code, as hereinafter defined), or shall seek or consent to or acquiesce in the appointment of any trustee, receiver or liquidator of Subtenant or of all or any substantial part of its properties, or shall admit in writing its inability to pay its debts generally as they become due; or (v) An Event of Bankruptcy (as hereinafter defined) shall occur with respect to Subtenant; or (vi) A petition shall be filed against Subtenant seeking reorganization of Subtenant under any law (other than the Bankruptcy Code) seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolutionFederal bankruptcy laws as now or hereafter amended, or similar relief under the laws of any present State, shall be entered, and any such decree or future Federal, State judgment or other statute, law order shall not have been vacated or regulation and shall remain undismissed stayed or unstayed for an aggregate of set aside within sixty (60) days (whether or not consecutive), or if any trustee, conservator, receiver or liquidator of Subtenant or of all or any substantial part of its properties shall be appointed without the consent or acquiescence of Subtenant and such appointment shall remain unvacated or unstayed for an aggregate of sixty (60) days (whether or not consecutive); or (vii) Subtenant’s failure to perform timely and subject to any cure periods any other material provision of this Sublease or the Master Lease as incorporated herein. (c) For purposes of clause (a)(v) above, an “Event of Bankruptcy” means the filing of a voluntary petition by Subtenant, or the entry of an order for relief against Subtenant, under Chapter 7, 11, or 13 of the Bankruptcy Code, and the term “Bankruptcy Code” means 11 U.S.C Sec. 101, et seq. If an Event of Bankruptcy occurs, then the trustee of Subtenant’s bankruptcy estate or Subtenant as debtor-in-possession may (subject to final approval of the court) assume this Sublease, and may subsequently assign it, only if it does the following within 60 days after the date of the filing of the voluntary petition, the entry of the order for relief (or such additional time as a court of competent jurisdiction may grant, for cause, upon a motion made within the original 60-day period): (i) file a motion to assume the Sublease with the appropriate court; (ii) satisfy all of the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (A) cure all Defaults of Subtenant under this Sublease or provide Sublandlord with Adequate Assurance (as defined below) that it will (x) cure all monetary Defaults of Subtenant hereunder within 10 days from the date of the assumptionentry or granting thereof; or d. Subtenant shall file, or admit the jurisdiction of the court and (y) cure all nonmonetary Defaults the material allegations contained in, any petition in bankruptcy, or any petition pursuant or purporting to be pursuant to the Federal Bankruptcy laws now or hereafter amended, or Subtenant shall institute any proceedings for relief of Subtenant hereunder within 30 under any bankruptcy or insolvency laws or any laws relating to the relief of debtors, readjustment of indebtedness, re-organization, arrangements, composition or extension; or e. Subtenant shall (i) abandon the Sublease Premises during the Term for a continuous period in excess of five (5) consecutive business days from the date and Subtenant is during that time in default of the assumption; (B) compensate Sublandlord and any its other person or entity, or provide Sublandlord with Adequate Assurance that within 10 days after the date of the assumption, it will compensate Sublandlord and such other person or entity, for any pecuniary loss that Sublandlord and such other person or entity incurred as a result of any Default of Subtenant, the trustee, or the debtor-in-possession; (C) provide Sublandlord with Adequate Assurance of Future Performance (as defined below) of all of Subtenant’s obligations under this Sublease (Subtenant waives any right to notice Subtenant may have under Section 1951.3 of the Civil Code of the State of California, the terms of this Section 14.1 being deemed such notice to Subtenant as required by said Section 1951.3) or (ii) assign this Sublease or further sublet the Sublease Premises other than in strict accordance with Section 8 of this Sublease; andor f. Subtenant fails to secure insurance or to provide proper evidence of insurance as set forth in Section 7 of this Sublease and does not cure such failure within three (D3) deliver business days: following Subtenant’s receipt of notice from Sublandlord or fails to Sublandlord keep the Sublease Premises or the Building free of lien claims as set forth in Section 13 of this Sublease where such failure is not cured within fifteen (15) days following receipt of notice or actual knowledge of the imposition of any such lien; or g. Subtenant causes an event or condition under the Master Lease which either is a written statement that default thereunder or, subject only to the conditions herein have been satisfieddelivery of any required notice or passage of any cure or grace period, would constitute a default thereunder, and such default is not cured within two (2) business days less than any period allowed under the Master Lease for cure. Where notice of default from Master Landlord is required and given under the Master ▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇ agrees to use good faith efforts to provide as quickly as reasonably practicable a copy of any such notice to Subtenant. (d) For purposes only 14.2. Upon the occurrence of the foregoing paragraph (bany one or more Default(s), and Sublandlord may exercise any remedy against Subtenant which Master Landlord may exercise for default by Sublandlord under the Master Lease in addition to any other requirements remedy available at law and/or in equity, and Sublandlord may resort to its remedies cumulatively or in the alternative. Without limiting the generality of the foregoing, Sublandlord may exercise the damage remedies available under the Bankruptcy Code, any future federal bankruptcy law and applicable case law, “Adequate Assurance” means at least meeting including without limiting the following conditionsforegoing, California Civil Code Sections 1951.2 and 1951.4 or any similar or successor statute which Sublandlord provides that a lessor may continue a lease in effect and recover damages as they become due. Subtenant acknowledge to be commercially reasonable: (i) entering an order segregating sufficient cash to pay Sublandlord expressly acknowledges and any other person or entity under paragraph (b) above, and (ii) granting to Sublandlord a valid first lien and security interest (in form acceptable to Sublandlord) in all property comprising the Subtenant’s “property of the estate,” as that term is defined in Section 541 of the Bankruptcy Code, which lien and security interest secures the trustee’s or debtor-in-possession’s obligation to cure the monetary and nonmonetary defaults under the Sublease within the periods set forth in paragraph (b) above; (e) For purposes only of paragraph (b), and in addition to any other requirements under the Bankruptcy Code, any future federal bankruptcy law and applicable case law, “Adequate Assurance of Future Performance” means at least meeting the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (i) the trustee or debtor-in-possession depositing with Sublandlord, as security for the timely payment of rent and other monetary obligations, an amount equal to the sum of two (2) months’ Basic Rent plus an amount equal to two (2) months’ installments on account of Operating Expenses and Taxes, computed in accordance with Articles 8 and 9., (ii) the trustee or the debtor-in-possession agreeing to pay in advance, on each day agrees that the Basic Rent is payable, the monthly installments restrictions on account assignment and sub-subletting imposed by this Sublease are reasonable for purposes of Operating Expenses and Taxes, computed in accordance with Articles 8 and 9 hereof; (iii) the trustee or debtor-in-possession providing adequate assurance of the source of the rent and other consideration due under this Sublease; (iv) Subtenant’s bankruptcy estate and the trustee or debtor-in-possession providing Adequate Assurance that the bankruptcy estate (California Civil Code Section 1951.4 and any successor after the conclusion of the Subtenant’s bankruptcy proceedings) will continue to have sufficient unencumbered assets after the payment of all secured obligations and administrative expenses to assure Sublandlord that the bankruptcy estate (and any successor after the conclusion of the Subtenant’s bankruptcy proceedings) will have sufficient funds to fulfill Subtenant’s obligations hereunder; and (f) If the trustee or the debtor-in-possession assumes the Sublease under paragraph (b) above and applicable bankruptcy law, it may assign its interest in this Sublease only if the proposed assignee first provides Sublandlord with Adequate Assurance of Future Performance of all of Subtenant’s obligations under the Sublease, and if Sublandlord determines, in the exercise of its reasonable business judgment, that the assignment of this Sublease will not breach any other Sublease, or any mortgage, financing agreement, or other agreement relating to the Building or the Park by which Sublandlord or the Building or the Park is then bound (and Sublandlord shall not be required to obtain consents or waivers from any third party required under any Sublease, mortgage, financing agreement, or other such agreement by which Sublandlord is then bound)similar statute. (g) For purposes only of paragraph (e) above, and in addition to any other requirements under the Bankruptcy Code, any future federal bankruptcy law and applicable case law, “Adequate Assurance of Future Performance” means at least the satisfaction of the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (i) the proposed assignee submitting a current financial statement, audited by a certified public accountant, that allows a net worth and working capital in amounts determined in the reasonable business judgment of Sublandlord to be sufficient to assure the future performance by the assignee of Subtenant’s obligation under this Sublease; and (ii) if requested by Sublandlord in the exercise of its reasonable business judgment, the proposed assignee obtaining a guarantee (in form and substance satisfactory to Sublandlord) from one or more persons who satisfy Sublandlord’s standards of credit worthiness;

SUBTENANT’S DEFAULT. (a) If at any time subsequent to the date of this Sublease any 14.1 Any one or more of the following events (herein referred to shall be considered a "Default" by Subtenant, as a “Default of Subtenant”) shall happensuch term is used in this Sublease: (i) 14.1.1 Subtenant shall fail to pay be adjudged an involuntary bankrupt, or a decree or order approving, as properly filed, a petition or answer filed against Subtenant asking reorganization of Subtenant under the Basic RentFederal bankruptcy laws as now or hereafter amended, Escalation Charges or additional charges hereunder when due under the laws of any State, shall be entered, and any such failure decree or judgment or order shall continue for five (5) full Business Days after notice to Subtenant from Sublandlord (“Monetary Default”); or (ii) Subtenant shall neglect not have been vacated or fail to perform stayed or observe any other covenant herein contained on Subtenant’s part to be performed or observed and Subtenant shall fail to remedy the same set aside within thirty (30) days after notice to Subtenant specifying such neglect from the date of the entry or failure, or if such failure is of such a nature that Subtenant cannot reasonably remedy the same within such thirty (30) day period, Subtenant shall fail to commence promptly to remedy the same and to prosecute such remedy to completion with diligence and continuitygranting thereof; or (iii) Subtenant’s leasehold interest 14.1.2 Subtenant shall file, or admit the jurisdiction of the court and the material allegations contained in, any petition in bankruptcy, or any petition pursuant or purporting to be pursuant to the Subleased Premises Federal Bankruptcy laws now or hereafter amended, or Subtenant shall be taken on execution institute any proceedings for relief of Subtenant under any bankruptcy or by other process insolvency laws or any laws relating to the relief of law directed against Subtenantdebtors, readjustment of indebtedness, re-organization, arrangements, composition or extension; or (iv) 14.1.3 Subtenant shall make an any assignment for the benefit of creditors or shall be adjudicated insolvent, or shall file any petition or answer seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief apply for itself under any present or future Federal, State or other statute, law or regulation for the relief of debtors (other than the Bankruptcy Code, as hereinafter defined), or shall seek or consent to or acquiesce in the appointment of any trustee, a receiver or liquidator of for Subtenant or any of all or any substantial part the property of its properties, or Subtenant; or 14.1.4 Subtenant shall admit in writing its inability to pay its debts generally as they become due; or (v) An Event 14.1.5 A decree or order appointing a receiver of Bankruptcy (as hereinafter defined) shall occur with respect to Subtenant; or (vi) A petition the property of Subtenant shall be filed against Subtenant under any law (other than the Bankruptcy Code) seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution, or similar relief under any present or future Federal, State or other statute, law or regulation and shall remain undismissed or unstayed for an aggregate of sixty (60) days (whether or not consecutive), or if any trustee, conservator, receiver or liquidator of Subtenant or of all or any substantial part of its properties shall be appointed without the consent or acquiescence of Subtenant made and such appointment decree or order shall remain unvacated not have been vacated, stayed or unstayed for an aggregate of sixty set aside within fifteen (6015) days (whether or not consecutive); or (vii) Subtenant’s failure to perform timely and subject to any cure periods any other material provision of this Sublease or the Master Lease as incorporated herein. (c) For purposes of clause (a)(v) above, an “Event of Bankruptcy” means the filing of a voluntary petition by Subtenant, or the entry of an order for relief against Subtenant, under Chapter 7, 11, or 13 of the Bankruptcy Code, and the term “Bankruptcy Code” means 11 U.S.C Sec. 101, et seq. If an Event of Bankruptcy occurs, then the trustee of Subtenant’s bankruptcy estate or Subtenant as debtor-in-possession may (subject to final approval of the court) assume this Sublease, and may subsequently assign it, only if it does the following within 60 days after the date of the filing of the voluntary petition, the entry of the order for relief (or such additional time as a court of competent jurisdiction may grant, for cause, upon a motion made within the original 60-day period): (i) file a motion to assume the Sublease with the appropriate court; (ii) satisfy all of the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (A) cure all Defaults of Subtenant under this Sublease or provide Sublandlord with Adequate Assurance (as defined below) that it will (x) cure all monetary Defaults of Subtenant hereunder within 10 days from the date of entry or granting thereof; or 14.1.6 Subtenant shall vacate or abandon the assumptionPremises during the Term, other than with the consent of Sublandlord, or assign this Sublease or further sublet the Premises other than in strict accordance with Section 8; or 14.1.7 Subtenant fails to make any payment of Rent as and when the same is due and payable, provided, however, that upon two occasions during every twelve (y12) months of the Term, Tenant shall receive notice from Sublandlord of delinquency in the payment of Rent and Subtenant shall have a three (3) day cure all nonmonetary Defaults of Subtenant hereunder within 30 days period from the date of the assumption;delivery of such notice before Tenant is in default; or (B) compensate Sublandlord and any other person 14.1.8 Subtenant fails to secure insurance or entity, or to provide Sublandlord with Adequate Assurance that within 10 days after the date proper evidence of the assumption, it will compensate Sublandlord and such other person or entity, for any pecuniary loss that Sublandlord and such other person or entity incurred insurance as a result of any Default of Subtenant, the trustee, or the debtor-in-possession; (C) provide Sublandlord with Adequate Assurance of Future Performance (as defined below) of all of Subtenant’s obligations under this Sublease; and (D) deliver to Sublandlord a written statement that the conditions herein have been satisfied. (d) For purposes only of the foregoing paragraph (b), and in addition to any other requirements under the Bankruptcy Code, any future federal bankruptcy law and applicable case law, “Adequate Assurance” means at least meeting the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (i) entering an order segregating sufficient cash to pay Sublandlord and any other person or entity under paragraph (b) above, and (ii) granting to Sublandlord a valid first lien and security interest (in form acceptable to Sublandlord) in all property comprising the Subtenant’s “property of the estate,” as that term is defined in Section 541 of the Bankruptcy Code, which lien and security interest secures the trustee’s or debtor-in-possession’s obligation to cure the monetary and nonmonetary defaults under the Sublease within the periods set forth in paragraph (b) above; (e) For purposes only of paragraph (b), and in addition to any other requirements under the Bankruptcy Code, any future federal bankruptcy law and applicable case law, “Adequate Assurance of Future Performance” means at least meeting the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (i) the trustee or debtor-in-possession depositing with Sublandlord, as security for the timely payment of rent and other monetary obligations, an amount equal to the sum of two (2) months’ Basic Rent plus an amount equal to two (2) months’ installments on account of Operating Expenses and Taxes, computed in accordance with Articles 8 and 9., (ii) the trustee or the debtor-in-possession agreeing to pay in advance, on each day that the Basic Rent is payable, the monthly installments on account of Operating Expenses and Taxes, computed in accordance with Articles 8 and 9 hereof; (iii) the trustee or debtor-in-possession providing adequate assurance of the source of the rent and other consideration due under this Sublease; (iv) Subtenant’s bankruptcy estate and the trustee or debtor-in-possession providing Adequate Assurance that the bankruptcy estate (and any successor after the conclusion of the Subtenant’s bankruptcy proceedings) will continue to have sufficient unencumbered assets after the payment of all secured obligations and administrative expenses to assure Sublandlord that the bankruptcy estate (and any successor after the conclusion of the Subtenant’s bankruptcy proceedings) will have sufficient funds to fulfill Subtenant’s obligations hereunder; and (f) If the trustee or the debtor-in-possession assumes the Sublease under paragraph (b) above and applicable bankruptcy law, it may assign its interest in this Sublease only if the proposed assignee first provides Sublandlord with Adequate Assurance of Future Performance of all of Subtenant’s obligations under the Sublease, and if Sublandlord determines, in the exercise of its reasonable business judgment, that the assignment Section 7 of this Sublease will not breach any other Sublease, or any mortgage, financing agreement, or other agreement relating fails to keep the Building or the Park by which Sublandlord Premises or the Building or the Park is then bound free of lien claims as set forth in Section 13 of this Sublease and either such failure continues for more than fifteen (and Sublandlord shall not be required 15) days after written notice thereof to obtain consents or waivers from any third party required under any SubleaseSubtenant, mortgage, financing agreement, or other with such agreement by which Sublandlord is then bound). fifteen (g15) For purposes only of paragraph (e) above, and in addition days subject to any other requirements under the Bankruptcy Code, any future federal bankruptcy law and applicable case law, “Adequate Assurance of Future Performance” means at least the satisfaction of the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (i) the proposed assignee submitting a current financial statement, audited by a certified public accountant, that allows a net worth and working capital in amounts determined in the reasonable business judgment of Sublandlord to be sufficient to assure the future performance by the assignee of Subtenant’s obligation under this Sublease; and (ii) if requested extension by Sublandlord in the exercise event Sublandlord agrees that more than fifteen (15) days are reasonably required to cure, and so long as Subtenant diligently pursues such cure, provided further than in no event shall a cure period exceed sixty (60) days; or 14.1.9 Subtenant, by its act or omission, causes an event or condition under the Master Lease which either is a default thereunder or, subject only to the delivery of its reasonable business judgmentany required notice or passage of any cure or grace period, would constitute a default thereunder; or 14.1.10 Subtenant fails to fulfill, keep, observe or perform any of the proposed assignee obtaining a guarantee other covenants and obligations herein contained to be fulfilled, kept, observed and performed by Subtenant, and such failure continues for more than fifteen (15) days after notice thereof in form and substance satisfactory writing to Sublandlord) from Subtenant. 14.2 Upon the occurrence of any one or more persons who satisfy Sublandlord’s standards Default(s), Sublandlord may exercise any remedy against Subtenant which Master Landlord may exercise for default by Sublandlord under the Master Lease. Without limiting the generality of credit worthiness;the foregoing, Sublandlord may exercise the damage remedies available under California Civil Code Sections 1951.2 and 1951.4 or any similar or successor statute which provides that a lessor may continue a lease in effect and recover damages as they become due.

SUBTENANT’S DEFAULT. (a) If at any time subsequent to the date of this Sublease any Any one or more of the following events (herein referred to as shall be considered a “Default of Default” by Subtenant”) shall happen, as such terms are used in this Sublease: (ia) Subtenant shall fail to pay be a debtor in a bankruptcy case, whether voluntary or involuntary, or a decree or order approving, as properly filed, a petition or answer filed against Subtenant asking reorganization of Subtenant under the Basic RentFederal bankruptcy laws as now or hereafter amended, Escalation Charges or additional charges hereunder when due under the laws of any state, shall be entered, and if such failure filing was involuntary, then any such decree or judgment or order shall continue not have been vacated or stayed or set aside within sixty (60) days from the date of the entry or granting thereof (there being no cure periods for five (5) full Business Days after notice to Subtenant from Sublandlord (“Monetary Default”voluntary filings); or (iib) Subtenant shall neglect file, or fail to perform admit the jurisdiction of the court and the material allegations contained in, any petition in bankruptcy, or observe any other covenant herein contained on Subtenant’s part petition pursuant or purporting to be performed pursuant to the Federal Bankruptcy laws now or observed and hereafter amended, or Subtenant shall fail institute any proceedings for relief of Subtenant under any bankruptcy or insolvency laws or any laws relating to remedy the same within thirty (30) days after notice to Subtenant specifying such neglect relief of debtors, readjustment of indebtedness, re-organization, arrangements, composition or failure, or if such failure is of such a nature that Subtenant cannot reasonably remedy the same within such thirty (30) day period, Subtenant shall fail to commence promptly to remedy the same and to prosecute such remedy to completion with diligence and continuityextension; or (iii) Subtenant’s leasehold interest in the Subleased Premises shall be taken on execution or by other process of law directed against Subtenant; or (ivc) Subtenant shall make an any assignment for the benefit of creditors or shall be adjudicated insolvent, or shall file any petition or answer seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief apply for itself under any present or future Federal, State or other statute, law or regulation for the relief of debtors (other than the Bankruptcy Code, as hereinafter defined), or shall seek or consent to or acquiesce in the appointment of any trustee, a receiver or liquidator of for Subtenant or any of all or any substantial part the property of its properties, or Subtenant; or (d) Subtenant shall admit in writing its inability to pay its debts generally as they become due; or (ve) An Event The Sublease Premises are levied on by any revenue officer or similar officer; or (f) A decree or order appointing a receiver of Bankruptcy the property of Subtenant shall be made and such decree or order shall not have been vacated, stayed or set aside within thirty (30) days from the date of entry or granting thereof; or (g) Subtenant shall Transfer this Sublease or Subtenant’s interest in the Sublease Premises, or any portion thereof, other than in strict accordance with Section 11 of this Sublease; or (h) Subtenant fails to make any payment of Rent required to be made by Subtenant within three (3) business days of the date the same is due; or (i) Subtenant fails to secure insurance or to provide proper evidence of insurance as hereinafter definedset forth in Section 10 of this Sublease, and such failure continues for more than five (5) shall occur with respect business days after written notice thereof to Subtenant, or fails to keep the Sublease Premises or the Building free of lien claims as set forth in Section 19 of this Sublease, and such failure continues for more than five (5) business days after written notice thereof to Subtenant; or (vij) A petition shall Subtenant fails to fulfill, keep, observe or perform any of the other covenants and obligations herein contained to be filed against Subtenant under any law fulfilled, kept, observed and performed by Subtenant, and such failure continues for more than twenty (other than the Bankruptcy Code) seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution, or similar relief under any present or future Federal, State or other statute, law or regulation and shall remain undismissed or unstayed for an aggregate of sixty (6020) days after notice thereof in writing to Subtenant, except that if such failure cannot reasonably be cured within that twenty (whether or not consecutive)20)-day period, or then if any trustee, conservator, receiver or liquidator of Subtenant or of all or any substantial part of fails to commence to cure its properties shall be appointed without the consent or acquiescence of Subtenant and such appointment shall remain unvacated or unstayed for an aggregate of sixty (60) days (whether or not consecutive); or (vii) Subtenant’s failure to perform timely within twenty (20) days after notice thereof in writing to Subtenant and subject thereafter diligently prosecutes the cure to completion. (k) Upon the occurrence of any cure periods one or more Defaults, Sublandlord may exercise any other material provision remedy against, and recover such amounts from, Subtenant as Master Landlord may exercise or be entitled to for default by Tenant under the Master Lease, which provisions of this Sublease or the Master Lease as are hereby incorporated hereinherein by reference; provided, however, that for Defaults pursuant to Section 20(h) Sublandlord shall not enforce its remedies under this Section 20 (but may still collect Late Fees and Default Interest pursuant to Section 6) unless Subtenant fails to cure such Default within three (3) business days from receipt of written notice thereof from Sublandlord. (cl) For purposes of clause (a)(v) above, an “Event of Bankruptcy” means the filing of a voluntary petition by Subtenant, or the entry of an order for relief against Subtenant, under Chapter 7, 11, or 13 of the Bankruptcy Code, and the term “Bankruptcy Code” means 11 U.S.C Sec. 101, et seq. If an Event of Bankruptcy occurs, then the trustee of Subtenant’s bankruptcy estate or Subtenant as debtor-in-possession may (subject to final approval of the court) assume this Sublease, and may subsequently assign it, only if it does the following within 60 days after the date of the filing of the voluntary petition, the entry of the order for relief (or such additional time as a court of competent jurisdiction may grant, for cause, upon a motion made within the original 60-day period): (i) file a motion to assume the Sublease with the appropriate court; (ii) satisfy all of the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (A) cure all Defaults of Subtenant under this Sublease or provide Sublandlord with Adequate Assurance (as defined below) that it will (x) cure all monetary Defaults of Subtenant hereunder within 10 days from the terminates prior to its expiration date of the assumption; and (y) cure all nonmonetary Defaults of Subtenant hereunder within 30 days from the date of the assumption; (B) compensate Sublandlord and any other person or entity, or provide Sublandlord with Adequate Assurance that within 10 days after the date of the assumption, it will compensate Sublandlord and such other person or entity, for any pecuniary loss that Sublandlord and such other person or entity incurred as a result of any Default of Subtenant, the trustee, or the debtor-in-possession; (C) provide Sublandlord with Adequate Assurance of Future Performance (as defined below) of all of Subtenant’s obligations under this Sublease; and (D) deliver Default, Subtenant shall decommission the Sublease Premises in accordance with Sublandlord’s standards and surrender the Sublease Premises to Sublandlord a written statement that the conditions herein have been satisfied. (d) For purposes only of the foregoing paragraph (b), and in addition to any accordance with all other requirements under the Bankruptcy Code, any future federal bankruptcy law and applicable case law, “Adequate Assurance” means at least meeting the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (i) entering an order segregating sufficient cash to pay Sublandlord and any other person or entity under paragraph (b) above, and (ii) granting to Sublandlord a valid first lien and security interest (in form acceptable to Sublandlord) in all property comprising the Subtenant’s “property of the estate,” as that term is defined in Section 541 of the Bankruptcy Code, which lien and security interest secures the trustee’s or debtor-in-possession’s obligation to cure the monetary and nonmonetary defaults under the Sublease within the periods set forth in paragraph (b) above; (e) For purposes only of paragraph (b), and in addition to any other requirements under the Bankruptcy Code, any future federal bankruptcy law and applicable case law, “Adequate Assurance of Future Performance” means at least meeting the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (i) the trustee or debtor-in-possession depositing with Sublandlord, as security for the timely payment of rent and other monetary obligations, an amount equal to the sum of two (2) months’ Basic Rent plus an amount equal to two (2) months’ installments on account of Operating Expenses and Taxes, computed in accordance with Articles 8 and 9., (ii) the trustee or the debtor-in-possession agreeing to pay in advance, on each day that the Basic Rent is payable, the monthly installments on account of Operating Expenses and Taxes, computed in accordance with Articles 8 and 9 hereof; (iii) the trustee or debtor-in-possession providing adequate assurance of the source of the rent and other consideration due under this Sublease; (iv) Subtenant’s bankruptcy estate and the trustee or debtor-in-possession providing Adequate Assurance that the bankruptcy estate (and any successor after the conclusion of the Subtenant’s bankruptcy proceedings) will continue to have sufficient unencumbered assets after the payment of all secured obligations and administrative expenses to assure Sublandlord that the bankruptcy estate (and any successor after the conclusion of the Subtenant’s bankruptcy proceedings) will have sufficient funds to fulfill Subtenant’s obligations hereunder; and (f) If the trustee or the debtor-in-possession assumes the Sublease under paragraph (b) above and applicable bankruptcy law, it may assign its interest in this Sublease only if the proposed assignee first provides Sublandlord with Adequate Assurance of Future Performance of all of Subtenant’s obligations under the Sublease, and if Sublandlord determines, in the exercise of its reasonable business judgment, that the assignment of this Sublease will not breach any other Sublease, or any mortgage, financing agreement, or other agreement relating to the Building or the Park by which Sublandlord or the Building or the Park is then bound (and Sublandlord shall not be required to obtain consents or waivers from any third party required under any Sublease, mortgage, financing agreement, or other such agreement by which Sublandlord is then bound). (g) For purposes only of paragraph (e) above, and in addition to any other requirements under the Bankruptcy Code, any future federal bankruptcy law and applicable case law, “Adequate Assurance of Future Performance” means at least the satisfaction of the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (i) the proposed assignee submitting a current financial statement, audited by a certified public accountant, that allows a net worth and working capital in amounts determined in the reasonable business judgment of Sublandlord to be sufficient to assure the future performance by the assignee of Subtenant’s obligation under this Sublease; and (ii) if requested by Sublandlord in the exercise of its reasonable business judgment, the proposed assignee obtaining a guarantee (in form and substance satisfactory to Sublandlord) from one or more persons who satisfy Sublandlord’s standards of credit worthiness;

SUBTENANT’S DEFAULT. (a) If at any time subsequent to the date of this Sublease any 15.1 Any one or more of the following events (herein referred to as shall be considered a “Default of Default” by Subtenant”) shall happen, as such terms are used in this Sublease: (i) 15.1.1 Subtenant shall fail to pay be adjudged an involuntary bankrupt, or a decree or order approving, as properly filed, a petition or answer filed against Subtenant asking reorganization of Subtenant under the Basic RentFederal bankruptcy laws as now or hereafter amended, Escalation Charges or additional charges hereunder when due under the laws of any state, shall be entered, and any such failure decree or judgment or order shall continue for five (5) full Business Days after notice to Subtenant from Sublandlord (“Monetary Default”); or (ii) Subtenant shall neglect not have been vacated or fail to perform stayed or observe any other covenant herein contained on Subtenant’s part to be performed or observed and Subtenant shall fail to remedy the same set aside within thirty (30) days after notice to Subtenant specifying such neglect from the date of the entry or failure, or if such failure is of such a nature that Subtenant cannot reasonably remedy the same within such thirty (30) day period, Subtenant shall fail to commence promptly to remedy the same and to prosecute such remedy to completion with diligence and continuitygranting thereof; or (iii) Subtenant’s leasehold interest 15.1.2 Subtenant shall file, or admit the jurisdiction of the court and the material allegations contained in, any petition in bankruptcy, or any petition pursuant or purporting to be pursuant to the Subleased Premises Federal Bankruptcy laws now or hereafter amended, or Subtenant shall be taken on execution institute any proceedings for relief of Subtenant under any bankruptcy or by other process insolvency laws or any laws relating to the relief of law directed against Subtenantdebtors, readjustment of indebtedness, re-organization, arrangements, composition or extension; or (iv) 15.1.3 Subtenant shall make an any assignment for the benefit of creditors or shall be adjudicated insolvent, or shall file any petition or answer seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief apply for itself under any present or future Federal, State or other statute, law or regulation for the relief of debtors (other than the Bankruptcy Code, as hereinafter defined), or shall seek or consent to or acquiesce in the appointment of any trustee, a receiver or liquidator of for Subtenant or any of all or any substantial part the property of its properties, or Subtenant; or 15.1.4 Subtenant shall admit in writing its inability to pay its debts generally as they become due; or (v) An Event of Bankruptcy (as hereinafter defined) shall occur with respect to Subtenant15.1.5 The Sublease Premises are levied on by any revenue officer or similar officer; or (vi) 15.1.6 A petition decree or order appointing a receiver of the property of Subtenant shall be filed against Subtenant under any law (other than the Bankruptcy Code) seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution, or similar relief under any present or future Federal, State or other statute, law or regulation and shall remain undismissed or unstayed for an aggregate of sixty (60) days (whether or not consecutive), or if any trustee, conservator, receiver or liquidator of Subtenant or of all or any substantial part of its properties shall be appointed without the consent or acquiescence of Subtenant made and such appointment decree or order shall remain unvacated not have been vacated, stayed or unstayed for an aggregate of sixty set aside within thirty (6030) days (whether or not consecutive); or (vii) Subtenant’s failure to perform timely and subject to any cure periods any other material provision of this Sublease or the Master Lease as incorporated herein. (c) For purposes of clause (a)(v) above, an “Event of Bankruptcy” means the filing of a voluntary petition by Subtenant, or the entry of an order for relief against Subtenant, under Chapter 7, 11, or 13 of the Bankruptcy Code, and the term “Bankruptcy Code” means 11 U.S.C Sec. 101, et seq. If an Event of Bankruptcy occurs, then the trustee of Subtenant’s bankruptcy estate or Subtenant as debtor-in-possession may (subject to final approval of the court) assume this Sublease, and may subsequently assign it, only if it does the following within 60 days after the date of the filing of the voluntary petition, the entry of the order for relief (or such additional time as a court of competent jurisdiction may grant, for cause, upon a motion made within the original 60-day period): (i) file a motion to assume the Sublease with the appropriate court; (ii) satisfy all of the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (A) cure all Defaults of Subtenant under this Sublease or provide Sublandlord with Adequate Assurance (as defined below) that it will (x) cure all monetary Defaults of Subtenant hereunder within 10 days from the date of the assumptionentry or granting thereof; and (y) cure all nonmonetary Defaults of or 15.1.7 Subtenant hereunder within 30 days from the date of the assumption; (B) compensate Sublandlord and any other person or entity, or provide Sublandlord with Adequate Assurance that within 10 days after the date of the assumption, it will compensate Sublandlord and such other person or entity, for any pecuniary loss that Sublandlord and such other person or entity incurred as a result of any Default of Subtenant, the trustee, or the debtor-in-possession; (C) provide Sublandlord with Adequate Assurance of Future Performance shall abandon (as defined belowin California Civil Code Section 1951.3) the Sublease Premises during the Sublease Term; or 15.1.8 Subtenant fails to make any payment of all Rent required to be made by Subtenant as and when the same is due and such failure continues for more than three (3) days after written notice from Sublandlord of Subtenant’s obligations such failure, provided, however, that any such notice shall be in lieu of, and not in addition to, any notice required under California Code of Civil Procedure Section 1161 et seq., as amended from time to time; or 15.1.9 The failure by Tenant to pay any installment of Base Rent or the failure by Tenant to make any other payment required to be made by Tenant under this Sublease; and Lease, within five (D5) deliver to Sublandlord a written statement days after such payment becomes due, provided, however, that the conditions herein have been satisfiedfirst occurrence of such a delinquency in any twelve (12) consecutive month period shall constitute an Event of Default only if Tenant fails to cure such delinquency within three (3) days following written notice from Landlord as and when due. (d) For purposes only 15.1.10 Subtenant fails to secure insurance or to provide proper evidence of the foregoing paragraph (b), and in addition to any other requirements under the Bankruptcy Code, any future federal bankruptcy law and applicable case law, “Adequate Assurance” means at least meeting the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (i) entering an order segregating sufficient cash to pay Sublandlord and any other person or entity under paragraph (b) above, and (ii) granting to Sublandlord a valid first lien and security interest (in form acceptable to Sublandlord) in all property comprising the Subtenant’s “property of the estate,” insurance as that term is defined in Section 541 of the Bankruptcy Code, which lien and security interest secures the trustee’s or debtor-in-possession’s obligation to cure the monetary and nonmonetary defaults under the Sublease within the periods set forth in paragraph (b) above; (e) For purposes only of paragraph (b), and in addition to any other requirements under the Bankruptcy Code, any future federal bankruptcy law and applicable case law, “Adequate Assurance of Future Performance” means at least meeting the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (i) the trustee or debtor-in-possession depositing with Sublandlord, as security for the timely payment of rent and other monetary obligations, an amount equal to the sum of two (2) months’ Basic Rent plus an amount equal to two (2) months’ installments on account of Operating Expenses and Taxes, computed in accordance with Articles Section 8 and 9., (ii) the trustee or the debtor-in-possession agreeing to pay in advance, on each day that the Basic Rent is payable, the monthly installments on account of Operating Expenses and Taxes, computed in accordance with Articles 8 and 9 hereof; (iii) the trustee or debtor-in-possession providing adequate assurance of the source of the rent and other consideration due under this Sublease; (iv) Subtenant’s bankruptcy estate and the trustee or debtor-in-possession providing Adequate Assurance that the bankruptcy estate (and any successor after the conclusion of the Subtenant’s bankruptcy proceedings) will continue to have sufficient unencumbered assets after the payment of all secured obligations and administrative expenses to assure Sublandlord that the bankruptcy estate (and any successor after the conclusion of the Subtenant’s bankruptcy proceedings) will have sufficient funds to fulfill Subtenant’s obligations hereunder; and (f) If the trustee or the debtor-in-possession assumes the Sublease under paragraph (b) above and applicable bankruptcy law, it may assign its interest in this Sublease only if the proposed assignee first provides Sublandlord with Adequate Assurance of Future Performance of all of Subtenant’s obligations under the Sublease, and if Sublandlord determines, in the exercise of its reasonable business judgment, that the assignment of this Sublease will not breach any other Sublease, or any mortgage, financing agreement, or other agreement relating fails to keep the Building or the Park by which Sublandlord Sublease Premises or the Building free of lien claims as set forth in Section 14 of this Sublease and either such failure continues for more than three (3) days after written notice thereof to Subtenant, provided, however, that Subtenant may contest any claim of lien pursuant to the same procedure in Section 7.4 afforded Sublandlord as Tenant under the Master Lease, and further provided, that any such notice shall be in lieu of, and not in addition to, any notice required under California Code of Civil Procedure Section 1161 et seq., as amended from time to time; or 15.1.11 Subtenant, by its act or omission, causes an event or condition under the Park Master Lease which either is then bound (a default thereunder and Sublandlord shall has given Subtenant prompt notice of such default, but Subtenant fails to promptly take the action necessary to cure such default within the grace period provided therein; or 15.1.12 Subtenant fails to fulfill, keep, observe or perform any of the other covenants and obligations herein contained to be fulfilled, kept, observed and performed by Subtenant, and such failure continues for more than fifteen (15) days after notice thereof in writing to Subtenant, provided that if such default cannot be required cured within fifteen (15) days, it shall be sufficient if Subtenant commences within the fifteen (15) days and thereafter diligently pursues the cure to obtain consents or waivers from any third party required under any Sublease, mortgage, financing agreement, or other such agreement by which Sublandlord is then bound)completion. (g) For purposes only 15.2 Upon the occurrence of paragraph (e) above, and in addition to any other requirements under the Bankruptcy Code, any future federal bankruptcy law and applicable case law, “Adequate Assurance of Future Performance” means at least the satisfaction of the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (i) the proposed assignee submitting a current financial statement, audited by a certified public accountant, that allows a net worth and working capital in amounts determined in the reasonable business judgment of Sublandlord to be sufficient to assure the future performance by the assignee of Subtenant’s obligation under this Sublease; and (ii) if requested by Sublandlord in the exercise of its reasonable business judgment, the proposed assignee obtaining a guarantee (in form and substance satisfactory to Sublandlord) from one or more persons who satisfy Sublandlord’s standards Defaults, Sublandlord may exercise any remedy against, and recover such amounts from, Subtenant as Master Landlord may exercise or be entitled to for default by Tenant under the Master Lease, which provisions of credit worthiness;the Master Lease are hereby incorporated herein by reference. Without limiting the generality of the foregoing, Sublandlord may exercise the damage remedies available under California Civil Code Sections 1951.2 and 1951.4 or any similar or successor statute which provides that a lessor may continue a lease in effect and recover damages as they become due.

SUBTENANT’S DEFAULT. (a) If at any time subsequent to the date of this Sublease any 14.1 Any one or more of the following events (herein referred to shall be considered a "Default" by Subtenant, as a “Default of Subtenant”) shall happensuch term is used in this Sublease: (ia) Subtenant shall fail to pay be adjudged an involuntary bankrupt, or a decree or order approving, as properly filed, a petition or answer filed against Subtenant asking reorganization of Subtenant under the Basic RentFederal bankruptcy laws as now or hereafter amended, Escalation Charges or additional charges hereunder when due and such failure shall continue for five (5) full Business Days after notice to Subtenant from Sublandlord (“Monetary Default”)under the laws of any State; or (iib) Subtenant shall neglect file, or fail to perform admit the jurisdiction of the court and the material allegations contained in, any petition in bankruptcy, or observe any other covenant herein contained on Subtenant’s part petition pursuant or purporting to be performed pursuant to the Federal Bankruptcy laws now or observed and hereafter amended, or Subtenant shall fail institute any proceedings for relief of Subtenant under any bankruptcy or insolvency laws or any laws relating to remedy the same within thirty (30) days after notice to Subtenant specifying such neglect relief of debtors, readjustment of indebtedness, re-organization, arrangements, composition or failure, or if such failure is of such a nature that Subtenant cannot reasonably remedy the same within such thirty (30) day period, Subtenant shall fail to commence promptly to remedy the same and to prosecute such remedy to completion with diligence and continuityextension; or (iii) Subtenant’s leasehold interest in the Subleased Premises shall be taken on execution or by other process of law directed against Subtenant; or (ivc) Subtenant shall make an any assignment for the benefit of creditors or shall be adjudicated insolvent, or shall file any petition or answer seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief apply for itself under any present or future Federal, State or other statute, law or regulation for the relief of debtors (other than the Bankruptcy Code, as hereinafter defined), or shall seek or consent to or acquiesce in the appointment of any trustee, a receiver or liquidator of for Subtenant or any of all or any substantial part the property of its properties, or Subtenant; or (d) Subtenant shall admit in writing its inability to pay its debts generally as they become due; or (ve) An Event The Premises are levied on by any revenue officer or similar officer as a result of Bankruptcy Subtenant's act or omission; or (f) A decree or order appointing a receiver of the property of Subtenant shall be made; or (g) Subtenant shall vacate or abandon the Premises during the Term or assign this Sublease or further sublet the Premises other than in strict accordance with Section 8; or (h) Subtenant fails to make any payment of Rent required to be made by Subtenant as hereinafter definedand when the same is due and does not cure the failure within 5 days after receiving written notice from Sublandlord; or (i) shall occur with respect Subtenant fails to secure insurance or to provide proper evidence of insurance as set forth in Section 7 of this Sublease or fails to keep the Premises or the Building free of lien claims as set forth in Section 13 of this Sublease and either such failure continues for more than three (3) business days after written notice thereof to Subtenant; or (vij) A petition shall be filed against Subtenant Subtenant, by its act or omission, causes an event or condition under the Master Lease which either is a default thereunder or, subject only to the delivery of any law (other than required notice or passage of any cure or grace period, would constitute a default thereunder and does not cure the Bankruptcy Code) seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution, or similar relief under any present or future Federal, State or other statute, law or regulation and shall remain undismissed or unstayed for an aggregate of sixty (60) condition within 5 days (whether or not consecutive), or if any trustee, conservator, receiver or liquidator of Subtenant or of all or any substantial part of its properties shall be appointed without the consent or acquiescence of Subtenant and such appointment shall remain unvacated or unstayed for an aggregate of sixty (60) days (whether or not consecutive)after receiving written notice thereof from Sublandlord; or (viik) Subtenant fails to fulfill, keep, observe or perform any of the other covenants and obligations herein contained to be fulfilled, kept, observed and performed by Subtenant and the failure continues for more than 15 business days after written notice thereof to Subtenant’s failure to perform timely and subject to any cure periods any other material provision of this Sublease or the Master Lease as incorporated herein. (c) For purposes of clause (a)(v) above, an “Event of Bankruptcy” means 14.2 Upon the filing of a voluntary petition by Subtenant, or the entry of an order for relief against Subtenant, under Chapter 7, 11, or 13 of the Bankruptcy Code, and the term “Bankruptcy Code” means 11 U.S.C Sec. 101, et seq. If an Event of Bankruptcy occurs, then the trustee of Subtenant’s bankruptcy estate or Subtenant as debtor-in-possession may (subject to final approval of the court) assume this Sublease, and may subsequently assign it, only if it does the following within 60 days after the date of the filing of the voluntary petition, the entry of the order for relief (or such additional time as a court of competent jurisdiction may grant, for cause, upon a motion made within the original 60-day period): (i) file a motion to assume the Sublease with the appropriate court; (ii) satisfy all of the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (A) cure all Defaults of Subtenant under this Sublease or provide Sublandlord with Adequate Assurance (as defined below) that it will (x) cure all monetary Defaults of Subtenant hereunder within 10 days from the date of the assumption; and (y) cure all nonmonetary Defaults of Subtenant hereunder within 30 days from the date of the assumption; (B) compensate Sublandlord and any other person or entity, or provide Sublandlord with Adequate Assurance that within 10 days after the date of the assumption, it will compensate Sublandlord and such other person or entity, for any pecuniary loss that Sublandlord and such other person or entity incurred as a result occurrence of any Default of Subtenant, the trustee, or the debtor-in-possession; (C) provide Sublandlord with Adequate Assurance of Future Performance (as defined below) of all of Subtenant’s obligations under this Sublease; and (D) deliver to Sublandlord a written statement that the conditions herein have been satisfied. (d) For purposes only of the foregoing paragraph (b), and in addition to any other requirements under the Bankruptcy Code, any future federal bankruptcy law and applicable case law, “Adequate Assurance” means at least meeting the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (i) entering an order segregating sufficient cash to pay Sublandlord and any other person or entity under paragraph (b) above, and (ii) granting to Sublandlord a valid first lien and security interest (in form acceptable to Sublandlord) in all property comprising the Subtenant’s “property of the estate,” as that term is defined in Section 541 of the Bankruptcy Code, which lien and security interest secures the trustee’s or debtor-in-possession’s obligation to cure the monetary and nonmonetary defaults under the Sublease within the periods set forth in paragraph (b) above; (e) For purposes only of paragraph (b), and in addition to any other requirements under the Bankruptcy Code, any future federal bankruptcy law and applicable case law, “Adequate Assurance of Future Performance” means at least meeting the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (i) the trustee or debtor-in-possession depositing with Sublandlord, as security for the timely payment of rent and other monetary obligations, an amount equal to the sum of two (2) months’ Basic Rent plus an amount equal to two (2) months’ installments on account of Operating Expenses and Taxes, computed in accordance with Articles 8 and 9., (ii) the trustee or the debtor-in-possession agreeing to pay in advance, on each day that the Basic Rent is payable, the monthly installments on account of Operating Expenses and Taxes, computed in accordance with Articles 8 and 9 hereof; (iii) the trustee or debtor-in-possession providing adequate assurance of the source of the rent and other consideration due under this Sublease; (iv) Subtenant’s bankruptcy estate and the trustee or debtor-in-possession providing Adequate Assurance that the bankruptcy estate (and any successor after the conclusion of the Subtenant’s bankruptcy proceedings) will continue to have sufficient unencumbered assets after the payment of all secured obligations and administrative expenses to assure Sublandlord that the bankruptcy estate (and any successor after the conclusion of the Subtenant’s bankruptcy proceedings) will have sufficient funds to fulfill Subtenant’s obligations hereunder; and (f) If the trustee or the debtor-in-possession assumes the Sublease under paragraph (b) above and applicable bankruptcy law, it may assign its interest in this Sublease only if the proposed assignee first provides Sublandlord with Adequate Assurance of Future Performance of all of Subtenant’s obligations under the Sublease, and if Sublandlord determines, in the exercise of its reasonable business judgment, that the assignment of this Sublease will not breach any other Sublease, or any mortgage, financing agreement, or other agreement relating to the Building or the Park by which Sublandlord or the Building or the Park is then bound (and Sublandlord shall not be required to obtain consents or waivers from any third party required under any Sublease, mortgage, financing agreement, or other such agreement by which Sublandlord is then bound). (g) For purposes only of paragraph (e) above, and in addition to any other requirements under the Bankruptcy Code, any future federal bankruptcy law and applicable case law, “Adequate Assurance of Future Performance” means at least the satisfaction of the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (i) the proposed assignee submitting a current financial statement, audited by a certified public accountant, that allows a net worth and working capital in amounts determined in the reasonable business judgment of Sublandlord to be sufficient to assure the future performance by the assignee of Subtenant’s obligation under this Sublease; and (ii) if requested by Sublandlord in the exercise of its reasonable business judgment, the proposed assignee obtaining a guarantee (in form and substance satisfactory to Sublandlord) from one or more persons who satisfy Sublandlord’s standards Default(s), Sublandlord may exercise any remedy against Subtenant which Master Landlord may exercise for default by Sublandlord under the Master Lease. Without limiting the generality of credit worthiness;the foregoing, Sublandlord may exercise the damage remedies available under statute which provides that a lessor may continue a lease in effect and recover damages as they become due.

SUBTENANT’S DEFAULT. If (a) If Subtenant shall default in fulfilling any of the terms, conditions or agreements hereof, other than the covenants to pay Base Rent, Additional Rent, or other Rent, or of the Primary Lease as herein incorporated, and such default shall not have been remedied (or proper corrective measures to cure such default commenced and after commencement diligently and continuously prosecuted in good faith) within ten (10) days after written notice from the Sublandlord, Sublandlord may give Subtenant three (3) days notice of its intention to end the term of this Sublease, and, at any time subsequent to the date end of said three (3) days, the term of this Sublease any one or more shall expire with the same effect as if that day were the date hereinabove set forth for the termination of the following events term hereof, but Subtenant shall remain liable to the extent provided under the environmental compliance provisions of Section 29 of the Primary Lease applicable to Subtenant as provided herein and for payment of the Rent, the entire unpaid amount of which shall thereupon become immediately due, together with costs of collection (herein referred to including reasonable attorneys’ fees) and interest thereon at the Interest Rate (as a “Default of Subtenant”) shall happen: defined herein), or (ib) Subtenant shall fail to pay the Basic Base Rent, Escalation Charges any Additional Rent, or additional charges hereunder when due and any other Rent as provided herein, then Sublandlord may, unless Subtenant shall have cured such failure shall continue for five default within three (53) full Business Days business days after written notice to Subtenant thereof from Sublandlord (“Monetary Default”); or (ii) Subtenant shall neglect or fail to perform or observe any other covenant herein contained on Subtenant’s part to be performed or observed and Subtenant shall fail to remedy the same within thirty (30) days after notice to Subtenant specifying such neglect or failureprovided, or if such failure is of such a nature that Subtenant cannot reasonably remedy the same within such thirty (30) day periodhowever, Subtenant shall fail to commence promptly to remedy the same and to prosecute such remedy to completion with diligence and continuity; or (iii) Subtenant’s leasehold interest in the Subleased Premises shall be taken on execution or by other process of law directed against Subtenant; or (iv) Subtenant shall make an assignment for the benefit of creditors or shall be adjudicated insolvent, or shall file any petition or answer seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief for itself under any present or future Federal, State or other statute, law or regulation for the relief of debtors (other than the Bankruptcy Code, as hereinafter defined), or shall seek or consent to or acquiesce in the appointment of any trustee, receiver or liquidator of Subtenant or of all or any substantial part of its properties, or shall admit in writing its inability to pay its debts generally as they become due; or (v) An Event of Bankruptcy (as hereinafter defined) shall occur with respect to Subtenant; or (vi) A petition shall be filed against Subtenant under any law (other than the Bankruptcy Code) seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution, or similar relief under any present or future Federal, State or other statute, law or regulation and shall remain undismissed or unstayed for an aggregate of sixty (60) days (whether or not consecutive), or if any trustee, conservator, receiver or liquidator of Subtenant or of all or any substantial part of its properties shall be appointed without the consent or acquiescence of Subtenant and such appointment shall remain unvacated or unstayed for an aggregate of sixty (60) days (whether or not consecutive); or (vii) Subtenant’s failure to perform timely and subject to any cure periods any other material provision of this Sublease or the Master Lease as incorporated herein. (c) For purposes of clause (a)(v) above, an “Event of Bankruptcy” means the filing of a voluntary petition by Subtenant, or the entry of an order for relief against Subtenant, under Chapter 7, 11, or 13 of the Bankruptcy Code, and the term “Bankruptcy Code” means 11 U.S.C Sec. 101, et seq. If an Event of Bankruptcy occurs, then the trustee of Subtenant’s bankruptcy estate or Subtenant as debtor-in-possession may (subject to final approval of the court) assume this Sublease, and may subsequently assign it, only if it does the following within 60 days after the date of the filing of the voluntary petition, the entry of the order for relief (or such additional time as a court of competent jurisdiction may grant, for cause, upon a motion made within the original 60-day period): (i) file a motion to assume the Sublease with the appropriate court; (ii) satisfy all of the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (A) cure all Defaults of Subtenant under this Sublease or provide Sublandlord with Adequate Assurance (as defined below) that it will (x) cure all monetary Defaults of Subtenant hereunder within 10 days from the date of the assumption; and (y) cure all nonmonetary Defaults of Subtenant hereunder within 30 days from the date of the assumption; (B) compensate Sublandlord and any other person or entity, or provide Sublandlord with Adequate Assurance that within 10 days after the date of the assumption, it will compensate Sublandlord and such other person or entity, for any pecuniary loss that Sublandlord and such other person or entity incurred as a result of any Default of Subtenant, the trustee, or the debtor-in-possession; (C) provide Sublandlord with Adequate Assurance of Future Performance (as defined below) of all of Subtenant’s obligations under this Sublease; and (D) deliver to Sublandlord a written statement that the conditions herein have been satisfied. (d) For purposes only of the foregoing paragraph (b), and in addition to any other requirements under the Bankruptcy Code, any future federal bankruptcy law and applicable case law, “Adequate Assurance” means at least meeting the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (i) entering an order segregating sufficient cash to pay Sublandlord and any other person or entity under paragraph (b) above, and (ii) granting to Sublandlord a valid first lien and security interest (in form acceptable to Sublandlord) in all property comprising the Subtenant’s “property of the estate,” as that term is defined in Section 541 of the Bankruptcy Code, which lien and security interest secures the trustee’s or debtor-in-possession’s obligation to cure the monetary and nonmonetary defaults under the Sublease within the periods set forth in paragraph (b) above; (e) For purposes only of paragraph (b), and in addition to any other requirements under the Bankruptcy Code, any future federal bankruptcy law and applicable case law, “Adequate Assurance of Future Performance” means at least meeting the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (i) the trustee or debtor-in-possession depositing with Sublandlord, as security for the timely payment of rent and other monetary obligations, an amount equal to the sum of two (2) months’ Basic Rent plus an amount equal to two (2) months’ installments on account of Operating Expenses and Taxes, computed in accordance with Articles 8 and 9., (ii) the trustee or the debtor-in-possession agreeing to pay in advance, on each day that the Basic Rent is payable, the monthly installments on account of Operating Expenses and Taxes, computed in accordance with Articles 8 and 9 hereof; (iii) the trustee or debtor-in-possession providing adequate assurance of the source of the rent and other consideration due under this Sublease; (iv) Subtenant’s bankruptcy estate and the trustee or debtor-in-possession providing Adequate Assurance that the bankruptcy estate (and any successor after the conclusion of the Subtenant’s bankruptcy proceedings) will continue to have sufficient unencumbered assets after the payment of all secured obligations and administrative expenses to assure Sublandlord that the bankruptcy estate (and any successor after the conclusion of the Subtenant’s bankruptcy proceedings) will have sufficient funds to fulfill Subtenant’s obligations hereunder; and (f) If the trustee or the debtor-in-possession assumes the Sublease under paragraph (b) above and applicable bankruptcy law, it may assign its interest in this Sublease only if the proposed assignee first provides Sublandlord with Adequate Assurance of Future Performance of all of Subtenant’s obligations under the Sublease, and if Sublandlord determines, in the exercise of its reasonable business judgment, that the assignment of this Sublease will not breach any other Sublease, or any mortgage, financing agreement, or other agreement relating to the Building or the Park by which Sublandlord or the Building or the Park is then bound (and Sublandlord shall not be required to obtain consents or waivers from provide written notice of any third party required under default if Sublandlord has already provided written notice on any Sublease, mortgage, financing agreement, or other such agreement by which Sublandlord is then bound). (gdefault hereunder during the twelve month period preceding the current default) For purposes only of paragraph (e) above, and in addition to exercising any other requirements under the Bankruptcy Coderight or remedies available to Sublandlord hereunder or at law or in equity, any future federal bankruptcy law and applicable case law, “Adequate Assurance of Future Performance” means at least the satisfaction exercise all of the following conditions, which Sublandlord and Subtenant acknowledge to be commercially reasonable: (i) remedies of the proposed assignee submitting a current financial statement, audited by a certified public accountant, that allows a net worth and working capital Primary Landlord set forth in amounts determined in Section 24 of the reasonable business judgment of Sublandlord to be sufficient to assure the future performance by the assignee of Subtenant’s obligation under this Sublease; and (ii) if requested Primary Lease. Any repossession by Sublandlord in the exercise of its reasonable business judgmentSublandlord’s remedies shall not terminate Subtenant’s obligations hereunder, absent a termination notice from Sublandlord. If this Sublease is terminated by Sublandlord pursuant to the foregoing provisions of clause (b) of this Section 9, Subtenant shall remain liable to Sublandlord for (i) any Rent due prior to termination, and (ii) the payment of Rent, the proposed assignee obtaining a guarantee entire unpaid amount of which shall thereupon become immediately due and payable, together with costs of collection (including reasonable attorneys’ fees) and interest thereon at the Interest Rate. When used herein, the term “Interest Rate” shall mean the per annum rate equal to the lesser of: (a) the Prime Rate as published in form and substance satisfactory to Sublandlordthe Wall Street Journal on the date the amount in question was due plus 5%; or (b) from one or more persons who satisfy Sublandlord’s standards of credit worthiness;15%.