Common use of Taking Clause in Contracts

Taking. (a) If during the Term the entire Premises shall be taken or condemned by any public authority or for any public use or destroyed by the action of any public authority (including by sale under threat of such a taking) (a "Taking"), then this Lease shall terminate on the date on which title vests in such public authority, and the Annual Fixed Rent and Additional Rent shall be abated on and as of such date, and the parties' obligations hereunder shall cease. If only a part of the Premises shall be subject to a Taking, then, except as hereinafter provided in this Article, this Lease and the Term shall continue in full force and effect, provided that from and after the date of the vesting of title, the Annual Fixed Rent shall be modified to reflect the reduction of the Premises and/or the Building as a result of such Taking. (b) If there is a Taking of more than fifty percent (50%) of the Building, Landlord may elect to terminate this Lease by notice to Tenant given within thirty (30) days after the effective time of such Taking, and this Lease shall terminate effective as of the date set forth in Landlord's notice which shall in no event be earlier than thirty (30) days from the date of such notice. (c) If (i) the part of the Premises subject to a Taking contains more than ten percent (10%) of the total area of the Building or a material portion of the parking area located on the Land, (and, with respect to the parking areas, Landlord is unable to provide Tenant with replacement parking reasonably acceptable to Tenant), immediately prior to such acquisition or condemnation, or (ii) if, by reason of such acquisition or condemnation, Tenant no longer has reasonable means of access to ten percent (10%) or more of the area of the Building, then Tenant may terminate this Lease by notice to Landlord, and this Lease shall end and expire on the effective time of the Taking. (d) Upon any termination of this Lease pursuant to the provisions of this Section 5.2, Annual Fixed Rent and Additional Rent shall be apportioned as of, and shall be paid or refunded up to and including, the date of such termination. (e) Upon any acquisition or condemnation of all or any part of the Premises, Landlord shall receive the entire award for any such acquisition or condemnation, and Tenant shall have no claim against Landlord or the condemning authority for the value of any unexpired portion of the Term. Nothing contained in this Article V shall be deemed to prevent Tenant from making a separate claim in any condemnation proceedings for Tenant's Property, alterations installed by Tenant or improvements, the then value of any Tenant's fixtures or personal property and for any moving expenses.

Taking. (a) If during the Term the entire Premises shall be are taken by condemnation or condemned by any public authority or for any public use or destroyed by the action right of any public authority (including by sale under threat of such a taking) (a "Taking"), eminent domain then this Lease shall terminate on as of the date on which title vests in that Tenant has been deprived of possession. If, however, less than all the Premises has been taken by eminent domain but there has been taken such public authority, and portion thereof as to render the Annual Fixed Rent and Additional Rent balance (when reconstructed) unsuitable for the purposes of the Tenant shall be abated on and as taken by condemnation or right of such dateeminent domain, and the parties' obligations hereunder shall cease. If only a part of or if access to the Premises is materially, adversely and permanently affected by such a taking or if more than ten (10) parking spaces allocated to Tenant's use are taken by such condemnation or right of eminent domain and Landlord promptly does not provide alternative spaces to Tenant reasonably acceptable to Tenant, Tenant, upon written notice to the Landlord, shall be subject entitled to a Taking, then, except as hereinafter provided in terminate this Article, this Lease and the Term shall continue in full force and effectlease, provided that from and after the date of the vesting of title, the Annual Fixed Rent shall be modified to reflect the reduction of the Premises and/or the Building as a result of such Taking. (b) If there notice is a Taking of more given not later than fifty percent (50%) of the Building, Landlord may elect to terminate this Lease by notice to Tenant given within thirty (30) days after the effective time Tenant has been deprived of possession. For the purposes of this Article, any deed or other transfer of title in lieu of any such Takingtaking shall be treated as such a taking. Moreover, for the purposes of this Article, such a taking of the Tenant's entire leasehold interest hereunder in the Premises (or assignment or termination in lieu thereof) shall be treated as a taking of the entire Premises, and this Lease in such event the Tenant shall terminate be treated as having been deprived of possession on the effective as of the date set forth in Landlord's notice which shall in no event be earlier than thirty (30) days from the date of such notice. (c) If (i) the thereof. Should any part of the Premises subject to a Taking contains more than ten percent (10%) of the total area of the Building be so taken or a material portion of the parking area located on the Landcondemned, (and, with respect to the parking areas, Landlord is unable to provide Tenant with replacement parking reasonably acceptable to Tenant), immediately prior to such acquisition or condemnation, or (ii) if, by reason of such acquisition or condemnation, Tenant no longer has reasonable means of access to ten percent (10%) or more of the area of the Building, then Tenant may terminate and should this Lease by notice to Landlord, and this Lease shall end and expire on not be terminated in accordance with the effective time of the Taking. (d) Upon any termination of this Lease pursuant to the provisions of this Section 5.2, Annual Fixed Rent and Additional Rent shall be apportioned as of, and shall be paid or refunded up to and includingforegoing provision, the date of Landlord covenants and agrees within a reasonable time after such termination. (e) Upon any acquisition or condemnation of all or any part of the Premises, Landlord shall receive the entire award for any such acquisition taking or condemnation, and the determination of the Landlord's award therein, to expend so much as may be necessary of the net amount which may be awarded to the Landlord in such condemnation proceedings, in restoring the Premises to an architectural unit as nearly like their condition prior to such taking as shall be practicable. Should the net amount so awarded to the Landlord be insufficient to cover the cost of restoring the Premises, as estimated by the Landlord's architect, the Landlord may, but shall not be obligated to, supply the amount of such insufficiency and restore the Premises as above provided, with all reasonable diligence, or terminate this Lease. Where the Tenant shall have no claim against Landlord or has not already exercised any right of termination accorded to it under the condemning authority for the value of any unexpired foregoing portion of the Term. Nothing contained in this Article V shall be deemed to prevent Tenant from making a separate claim in any condemnation proceedings for Tenant's Property, alterations installed by Tenant or improvementsparagraph, the then value Landlord shall notify the Tenant of any Tenantthe Landlord's fixtures or personal property and for any moving expenseselection not later than ninety (90) days after the final determination of the amount of the award.

Taking. Taking" shall mean and refer to the acquisition or taking of property (aor any right, title or interest therein) If during the Term the entire Premises shall be taken or condemned by any public governmental or quasi-governmental authority acting under power of condemnation or for any public use or destroyed eminent domain, and shall encompass contested as well as uncontested takings as long as initiated by the action of any public authority (including by sale under threat of such a taking) (a "Taking"), then this Lease shall terminate on the date on which title vests in such public applicable governmental or quasi-governmental authority, and the Annual Fixed Rent and Additional Rent shall be abated on and as of such date, and the parties' obligations hereunder shall cease. If only a part the whole of the Premises shall be subject to is temporarily taken for a Taking, then, except as hereinafter provided period in this Article, this Lease and the Term shall continue in full force and effect, provided that from and after the date excess of the vesting of title, the Annual Fixed Rent shall be modified to reflect the reduction of the Premises and/or the Building as a result of such Taking. (b) If there is a Taking of more than fifty percent (50%) of the Building, Landlord may elect to terminate this Lease by notice to Tenant given within thirty (30) days after the effective time days, or is permanently taken, in either case by virtue of such a Taking, and this Lease shall automatically terminate effective as of the date set forth title vests in Landlord's notice which the condemning authority, and Tenant shall in no event be earlier than thirty (30) days from the date of such notice. (c) pay all Base Rent, additional rent, and other payments up to that date. If (ia) the part of the Premises subject to a Taking contains more than ten twenty percent (10%) of the total area of the Building or a material portion of the parking area located on the Land, (and, with respect to the parking areas, Landlord is unable to provide Tenant with replacement parking reasonably acceptable to Tenant), immediately prior to such acquisition or condemnation, or (ii) if, by reason of such acquisition or condemnation, Tenant no longer has reasonable means of access to ten percent (1020%) or more of the area Premises is permanently taken by virtue of a Taking, or (b) in the Building, then Tenant may terminate this Lease by notice to Landlord, and this Lease shall end and expire on the effective time case of the Taking. a Taking of less than twenty percent (d20%) Upon any termination of this Lease pursuant to the provisions of this Section 5.2, Annual Fixed Rent and Additional Rent shall be apportioned as of, and shall be paid or refunded up to and including, the date of such termination. (e) Upon any acquisition or condemnation of all or any part of the Premises, Tenant is unable to make reasonable use of the balance of the Premises remaining after the Taking, as determined by Tenant in its reasonable, good faith discretion, or (c) access to the Building or Premises by Tenant is, by virtue of a Taking, permanently denied, or (d) if free parking is provided for under this Lease, the parking ratio for the Building is, by virtue of a Taking of any parking areas serving the Building, permanently reduced to a ratio which fails to meet applicable code requirements after taking into account any portion of the Building taken and any reasonable substitute parking provided by Landlord shall receive in lieu of the entire award for any such acquisition or condemnationparking areas so taken, then Landlord and Tenant shall each have no claim against Landlord or the condemning authority for right (to be exercised by written notice to the value other within sixty (60) days after receipt of any unexpired notice of said taking) to terminate this Lease effective upon the date when possession of the applicable portion of the TermProperty is taken thereunder pursuant to such Taking. Nothing contained If neither party elects to terminate this Lease, as aforesaid, then Landlord shall diligently, and within a reasonable time, after title vests in this Article V the condemning authority, repair and restore, at Landlord's expense, the portion not taken so as to render same into an architectural whole to the extent reasonably practicable, and, if any portion of the Premises is taken, thereafter the Base Rent (and Tenant's Share) shall be deemed reduced (on a per square foot basis) in proportion to prevent the portion of the Premises taken. If there is a temporary Taking involving the Premises or Building, or if a Taking of other portions of the Building or common areas does not deny Tenant from making access to the Building and Premises, or if less than twenty percent (20%) of the Premises is permanently taken by a separate claim Taking and Tenant is able to make reasonable use of the balance of the Premises as determined by Tenant in its reasonable good faith discretion, then this Lease shall not terminate, and Landlord shall, as soon as reasonably practicable thereafter, repair and restore, at its own expense, the portion not taken so as to render same into an architectural whole to the fullest extent reasonably practicable. If any condemnation proceedings for portion of the Premises was permanently taken, then the Base Rent (and Tenant's PropertyShare) shall be reduced (on a per square foot basis) in proportion to the portion of the Premises taken, alterations installed by commencing on the date Tenant or improvementsis deprived of the use of such portion of the Premises. If any portion of the Premises was temporarily taken, then the then value of any Base Rent (and Tenant's fixtures or personal property and Share) shall be reduced (on a per square foot basis) in proportion to the portion of the Premises taken for any moving expensesthe period of such temporary taking, that is, from the date upon which Tenant is deprived of the use of such portion of the Premises until the date Tenant is restored to the use of such portion of the Premises.

Taking. “Taking” shall mean and refer to the acquisition or taking of property (aor any right, title or interest therein) If during the Term the entire Premises shall be taken or condemned by any public governmental or quasi-governmental authority acting under power of condemnation or for any public use or destroyed eminent domain, and shall encompass contested as well as uncontested takings as long as initiated by the action of any public authority (including by sale under threat of such a taking) (a "Taking"), then this Lease shall terminate on the date on which title vests in such public applicable governmental or quasi-governmental authority, and the Annual Fixed Rent and Additional Rent shall be abated on and as of such date, and the parties' obligations hereunder shall cease. If only a part the whole of the Premises shall be subject to is temporarily taken for a Taking, then, except as hereinafter provided period in this Article, this Lease and the Term shall continue in full force and effect, provided that from and after the date excess of the vesting of title, the Annual Fixed Rent shall be modified to reflect the reduction of the Premises and/or the Building as a result of such Taking. (b) If there is a Taking of more than fifty percent (50%) of the Building, Landlord may elect to terminate this Lease by notice to Tenant given within thirty (30) days after the effective time days, or is permanently taken, in either case by virtue of such a Taking, and this Lease shall automatically terminate effective as of the date set forth title vests in Landlord's notice which the condemning authority, and Tenant shall in no event be earlier than thirty (30) days from the date of such notice. (c) pay all Base Rent, additional rent, and other payments up to that date. If (ia) the part of the Premises subject to a Taking contains more than ten twenty percent (10%) of the total area of the Building or a material portion of the parking area located on the Land, (and, with respect to the parking areas, Landlord is unable to provide Tenant with replacement parking reasonably acceptable to Tenant), immediately prior to such acquisition or condemnation, or (ii) if, by reason of such acquisition or condemnation, Tenant no longer has reasonable means of access to ten percent (1020%) or more of the area Premises is permanently taken by virtue of a Taking, or (b) in the Building, then Tenant may terminate this Lease by notice to Landlord, and this Lease shall end and expire on the effective time case of the Taking. a Taking of less than twenty percent (d20%) Upon any termination of this Lease pursuant to the provisions of this Section 5.2, Annual Fixed Rent and Additional Rent shall be apportioned as of, and shall be paid or refunded up to and including, the date of such termination. (e) Upon any acquisition or condemnation of all or any part of the Premises, Tenant is unable to make reasonable use of the balance of the Premises remaining after the Taking, as determined by Tenant in its reasonable, good faith discretion, or (c) access to the Building or Premises by Tenant is, by virtue of a Taking, permanently denied, or (d) if free parking is provided for under this Lease, the parking ratio for the Building is, by virtue of a Taking of any parking areas serving the Building, permanently reduced to a ratio which fails to meet applicable code requirements after taking into account any portion of the Building taken and any reasonable substitute parking provided by Landlord shall receive in lieu of the entire award for any such acquisition or condemnationparking areas so taken, then Landlord and Tenant shall each have no claim against Landlord or the condemning authority for right (to be exercised by written notice to the value other within sixty (60) days after receipt of any unexpired notice of said taking) to terminate this Lease effective upon the date when possession of the applicable portion of the TermLand and/or Building is taken thereunder pursuant to such Taking. Nothing contained If neither party elects to terminate this Lease, as aforesaid, then Landlord shall diligently, and within a reasonable time, after title vests in this Article V the condemning authority, repair and restore, at Landlord’s expense, the portion not taken so as to render same into an architectural whole to the extent reasonably practicable, and, if any portion of the Premises is taken, thereafter the Base Rent (and Tenant’s Share) shall be deemed reduced (on a per square foot basis) in proportion to prevent the portion of the Premises taken. If there is a temporary Taking involving the Premises or Building, or if a Taking of other portions of the Building or common areas does not deny Tenant from making access to the Building and Premises, or if less than twenty percent (20%) of the Premises is permanently taken by a separate claim in any condemnation proceedings for Tenant's Property, alterations installed Taking and Tenant is able to make reasonable use of the balance of the Premises as determined by Tenant or improvementsin its reasonable good faith discretion, then this Lease shall not terminate, and Landlord shall, as soon as reasonably practicable thereafter, repair and restore, at its own expense, the portion not taken so as to render same into an architectural whole to the fullest extent reasonably practicable. If any portion of the Premises was permanently taken, then value the Base Rent (and Tenant’s Share) shall be reduced (on a per square foot basis) in proportion to the portion of the Premises taken, commencing on the date Tenant is deprived of the use of such portion of the Premises. If any portion of the Premises was temporarily taken, then the Base Rent (and Tenant's fixtures or personal property and ’s Share) shall be reduced (on a per square foot basis) in proportion to the portion of the Premises taken for any moving expensesthe period of such temporary taking, that is, from the date upon which Tenant is deprived of the use of such portion of the Premises until the date Tenant is restored to the use of such portion of the Premises.

Taking. (a) If during a Taking of all or substantially all of the Term Premises occurs, then this Lease shall terminate as of the entire Premises shall be taken or condemned by any public authority or for any public use or destroyed by Vesting Date. If there is a Taking of less than substantially all of the action of any public authority (including by sale under threat of such a taking) (a "Taking")Premises, then this Lease shall terminate on the date on which title vests in such public authority, and Vesting Date with respect to the Annual Fixed Rent and Additional Rent shall be abated on and as of such date, and the parties' obligations hereunder shall cease. If only a part of the Premises shall be subject to a Taking, then, except as hereinafter provided in this Article, this Lease and the Term shall continue in full force and effect, provided that from and after the date of the vesting of title, the Annual Fixed Rent shall be modified to reflect the reduction of the Premises and/or the Building as a result of such Takingportion so taken. (b) If there is a Taking of more than fifty percent (50%) part of the BuildingComplex but none of or less than substantially all of the Premises, Landlord may elect to terminate this Lease by if (i) there is any Taking occurring during the last two (2) years of the Term; or (ii) in Landlord's reasonable judgment, it shall not be economically feasible to restore and replace the Building, the Premises, the Common Areas, the Complex or part thereof, to tenantable condition capable of being operated as a mixed use complex in an economical manner. If Landlord elects to terminate this Lease pursuant to this Section, Landlord shall, within one hundred twenty (120) days of the Taking, give notice to Tenant given within thirty (30) days after the effective time of such TakingTenant, and this Lease the Term shall terminate effective expire as of the date set forth last day of the calendar month in Landlord's notice which shall in no event be earlier than thirty (30) days from the date of such noticeNotice is given. (c) If (i) the part of the Premises subject to there is a Taking contains of more than ten percent thirty-three (1033%) of the total area Square Feet of the Building or a material portion of the parking area located on the LandPremises, (andTenant, with respect subject to the parking areasLandlord's lenders' requirements, Landlord is unable may elect to provide Tenant with replacement parking reasonably acceptable to Tenant), immediately prior to such acquisition or condemnation, or (ii) terminate this Lease if, by reason of such acquisition or condemnation, Tenant no longer has reasonable means of access to ten percent (10%) or more the Taking there is a prohibition of the area use of the Building, then Premises for Tenant's actual permitted use thereof. If Tenant may elects to terminate this Lease by notice pursuant to this Section, Tenant shall, within one hundred twenty (120) days of the Taking, give Notice to Landlord, and this Lease the Term shall expire and come to an end and expire as of the last day of the calendar month in which such Notice is given. (d) If there is a Taking, then commencing on the effective time Vesting Date, Base Rent shall be the product of (i) Base Rent immediately preceding the Taking, and (ii) a fraction, the numerator of which shall be the number of Square Feet within the Premises remaining after the Taking, and the denominator of which shall be the number of Square Feet within the Premises immediately preceding the Taking. (de) Upon any termination of this Lease pursuant to the provisions of this Section 5.2, Annual Fixed Rent and Additional Rent Tenant shall not be apportioned as of, and shall be paid or refunded up entitled to and including, the date hereby waives any and all claims against Landlord for any compensation or damage for loss of such termination. (e) Upon any acquisition or condemnation of all or any part use of the Premises, Landlord shall receive the entire award Common Areas or any portion thereof, for any such acquisition interruption of services required to be provided by Landlord hereunder, and/or for any inconvenience or condemnationannoyance resulting from any damage, destruction, repair or restoration. (f) All compensation awarded or paid in respect of a Taking shall belong to and be the property of Landlord without any participation by Tenant. Nothing herein shall be construed to preclude Tenant shall have no from prosecuting any claim directly against Landlord or the condemning authority in such condemnation proceeding for moving expenses; any fixtures or equipment owned by Tenant; and the unamortized cost of Tenant's improvements, provided that no such claim shall (x) diminish or otherwise adversely affect Landlord's award or the award of any Fee Mortgagee, or (y) include any value for the value leasehold estate created hereby or the unexpired term of any unexpired portion of the Term. Nothing contained in this Article V shall be deemed to prevent Tenant from making a separate claim in any condemnation proceedings for Tenant's Property, alterations installed by Tenant or improvements, the then value of any Tenant's fixtures or personal property and for any moving expensesLease.

Taking. (a) If during the Term whole of the entire Premises shall be taken is taken, either permanently or condemned temporarily, by any public authority eminent domain or for any public use or destroyed by the action of any public authority (including by sale under threat of such a taking) (a "Taking")condemnation, then this Lease shall automatically terminate on the date on which title vests in such public authority, and the Annual Fixed Rent and Additional Rent shall be abated on and as of such date, and the parties' obligations hereunder shall cease. If only a part of the Premises shall be subject to a Taking, then, except as hereinafter provided in this Article, this Lease and the Term shall continue in full force and effect, provided that from and after the date of the vesting of title, the Annual Fixed Rent shall be modified to reflect the reduction of the Premises and/or the Building as a result of such Taking. (b) If there is a Taking of more than fifty percent (50%) of the Building, Landlord may elect to terminate this Lease by notice to Tenant given within thirty (30) days after the effective time of such Taking, and this Lease shall terminate effective as of the date set forth title vests in Landlord's notice which the condemning authority, and Tenant shall in no event be earlier than thirty (30) days from the date of such notice. (c) pay all Rent, additional rent, and other payments up to that date. If (i) the part of the Premises subject to a Taking contains more than ten twenty percent (10%) of the total area of the Building or a material portion of the parking area located on the Land, (and, with respect to the parking areas, Landlord is unable to provide Tenant with replacement parking reasonably acceptable to Tenant), immediately prior to such acquisition or condemnation, or (ii) if, by reason of such acquisition or condemnation, Tenant no longer has reasonable means of access to ten percent (1020%) or more of the area Premises or any Building is permanently taken, or if access to the Buildings or Premises by Tenant is, by virtue of a taking, permanently denied, by eminent domain or condemnation, then Landlord or Tenant shall have the right (to be exercised by written notice to the other within sixty (60) days after receipt of notice of said taking) to terminate this Lease from the date when possession is taken thereunder pursuant to such proceeding or purchase. If the taking affects only one (1) of the BuildingBuildings, then Tenant may shall have the right to terminate this Lease as to that Building only (and if Tenant desires to so continue this Lease as to such Building Landlord shall not be entitled to invoke its termination right). In addition, Tenant shall have the right to terminate this Lease by written notice to LandlordLandlord if, and this Lease shall end and expire on the effective time as a result of any condemnation or other similar action (i) an amount of the Taking. (d) Upon any termination of this Lease pursuant to parking spaces in the provisions of this Section 5.2Common Area are permanently taken, Annual Fixed Rent and Additional Rent shall be apportioned as of, and shall be paid or refunded up to and including, such that the date of such termination. (e) Upon any acquisition or condemnation of all or any part remaining parking is less than 3.6 parking spaces per 1,000 square foot of the Premises, (ii) access to the Premises from ▇▇▇▇▇▇ Mill Road is permanently denied, and Landlord fails to provide substitute access reasonably acceptable to Tenant, or (iii) Tenant is permanently deprived of the ability to use the loading docks on the Premises. If neither party elects to terminate this Lease, as aforesaid, then Landlord shall receive within a reasonable time after title vests in the entire award for condemning authority, repair and restore, at Landlord's expense, the portion not taken so as to render same into an architectural whole to the fullest extent reasonably possible, and, if any such acquisition portion of the Premises is taken, thereafter the Rent shall be reduced (on a per square foot basis) in proportion to the portion of the Premises taken. If there is a temporary taking involving the Premises or Buildings, if a taking of other portions of the Buildings or Common Areas does not deny Tenant access to the Buildings and Premises, or if less than twenty percent (20%) of the Premises is permanently taken by eminent domain or condemnation, then this Lease shall not terminate, and Tenant Landlord shall have no claim against Landlord or repair and restore, at its own expense, the condemning authority for portion not taken so as to render same into an architectural whole to the value of fullest extent reasonably possible, and, if any unexpired portion of the Term. Nothing contained in this Article V Premises was taken, thereafter the Rent shall be deemed reduced (on a per square foot basis) in proportion to prevent Tenant from making a separate claim in any condemnation proceedings for Tenant's Property, alterations installed by Tenant or improvements, the then value portion of any Tenant's fixtures or personal property and for any moving expensesthe Premises taken.

Taking. If the whole of the Premises is taken, either permanently or temporarily, by eminent domain or condemnation, this Lease shall automatically terminate as of the date title vests in the condemning authority, and Tenant shall pay all Base Rent, Additional Rent, and other payments up to that date. If any part of the Premises is permanently taken, or if access to the Premises by Tenant is, by virtue of a taking, permanently denied, by eminent domain or condemnation, then Landlord shall have the right (ato be exercised by written notice to Tenant within sixty (60) days after receipt of notice of said taking) to terminate this Lease from the date when possession is taken thereunder pursuant to such proceeding or purchase. If during Landlord does not elect to terminate this Lease, as aforesaid, then Landlord shall within a reasonable time after title vests in the Term condemning authority, repair and restore, at Landlord’s expense, the entire portion not taken so as to render same into an architectural whole to the fullest extent reasonably possible, and, if any portion of the Premises is taken, thereafter the Base Rent shall be taken reduced (on a per square foot basis) in proportion to the portion of the Premises taken. If there is a temporary taking involving the Premises or condemned by any public authority Building, if a taking of other portions of the Building or for any public use or destroyed by Common Areas does not deny Tenant access to the action of any public authority (including by sale under threat of such a taking) (a "Taking")Building and Premises, then this Lease shall terminate on the date on which title vests in such public authoritynot terminate, and Landlord shall repair and restore, at its own expense, the Annual Fixed Rent and Additional portion not taken so as to render same into an architectural whole to the fullest extent reasonably possible, and, if any portion of the Premises was taken, thereafter the Base Rent shall be abated reduced (on and as of such date, and a per square foot basis) in proportion to the parties' obligations hereunder shall cease. If only a part portion of the Premises shall be subject to a Taking, then, except as hereinafter provided in this Article, this Lease and the Term shall continue in full force and effect, provided that from and after the date of the vesting of title, the Annual Fixed Rent shall be modified to reflect the reduction of the Premises and/or the Building as a result of such Takingtaken. (b) If there is a Taking of more than fifty percent (50%) of the Building, Landlord may elect to terminate this Lease by notice to Tenant given within thirty (30) days after the effective time of such Taking, and this Lease shall terminate effective as of the date set forth in Landlord's notice which shall in no event be earlier than thirty (30) days from the date of such notice. (c) If (i) the part of the Premises subject to a Taking contains more than ten percent (10%) of the total area of the Building or a material portion of the parking area located on the Land, (and, with respect to the parking areas, Landlord is unable to provide Tenant with replacement parking reasonably acceptable to Tenant), immediately prior to such acquisition or condemnation, or (ii) if, by reason of such acquisition or condemnation, Tenant no longer has reasonable means of access to ten percent (10%) or more of the area of the Building, then Tenant may terminate this Lease by notice to Landlord, and this Lease shall end and expire on the effective time of the Taking. (d) Upon any termination of this Lease pursuant to the provisions of this Section 5.2, Annual Fixed Rent and Additional Rent shall be apportioned as of, and shall be paid or refunded up to and including, the date of such termination. (e) Upon any acquisition or condemnation of all or any part of the Premises, Landlord shall receive the entire award for any such acquisition or condemnation, and Tenant shall have no claim against Landlord or the condemning authority for the value of any unexpired portion of the Term. Nothing contained in this Article V shall be deemed to prevent Tenant from making a separate claim in any condemnation proceedings for Tenant's Property, alterations installed by Tenant or improvements, the then value of any Tenant's fixtures or personal property and for any moving expenses.

Taking. (a) If during the Term whole of the entire Premises shall be taken is taken, either permanently or condemned temporarily, by any public authority eminent domain or for any public use or destroyed by the action of any public authority (including by sale under threat of such a taking) (a "Taking")condemnation, then this Lease shall automatically terminate on the date on which title vests in such public authority, and the Annual Fixed Rent and Additional Rent shall be abated on and as of such date, and the parties' obligations hereunder shall cease. If only a part of the Premises shall be subject to a Taking, then, except as hereinafter provided in this Article, this Lease and the Term shall continue in full force and effect, provided that from and after the date of the vesting of title, the Annual Fixed Rent shall be modified to reflect the reduction of the Premises and/or the Building as a result of such Taking. (b) If there is a Taking of more than fifty percent (50%) of the Building, Landlord may elect to terminate this Lease by notice to Tenant given within thirty (30) days after the effective time of such Taking, and this Lease shall terminate effective as of the date set forth title vests in Landlord's notice the condemning authority, and Tenant shall pay all Base Rent, Additional Rent, and other payments up to that date. For purposes of this Lease, any temporary taking which exceeds one hundred eighty (180) consecutive days shall in no event be earlier than thirty (30) days from the date of such notice. (c) deemed to be a permanent taking. If (i) the part of the Premises subject to a Taking contains more than ten fifteen percent (10%) of the total area of the Building or a material portion of the parking area located on the Land, (and, with respect to the parking areas, Landlord is unable to provide Tenant with replacement parking reasonably acceptable to Tenant), immediately prior to such acquisition or condemnation, or (ii) if, by reason of such acquisition or condemnation, Tenant no longer has reasonable means of access to ten percent (1015%) or more of the area Premises is permanently taken by eminent domain or condemnation, or if all access to the Premises is, by virtue of a taking by eminent domain or condemnation, denied for a period in excess of one hundred eighty (180) consecutive days and substitute access reasonably acceptable to Tenant is not available prior to the Buildingend of such period, then Tenant may shall have the right (to be exercised by written notice to Landlord within sixty (60) days after receipt of notice of said taking or at any time after the expiration of the 180-day period in which access is denied, as applicable, but in no event after any temporary taking ends) to terminate this Lease from the date when possession was taken thereunder pursuant to such proceeding or purchase. In addition, Tenant shall have the right to terminate this Lease by written notice to Landlord if, as a result of any condemnation or other similar action (i) an amount of the parking spaces in the Parking Facilities are permanently taken, such that the remaining parking available to Tenant and Tenant’s agents therein (including, in the case of a temporary taking only, any parking that may be made available through means of stacking, valet parking and other reasonable substitute parking, which may include off-site parking with a shuttle bus service operated by Landlord for the benefit of Tenant) is less than ninety (90%) of the Parking Allocation granted to Tenant herein, or (ii) access to the Premises from a public right of way to the internal roads of the Project is denied for a period in excess of one hundred eighty (180) consecutive days and substitute access reasonably acceptable to Tenant is not available prior to the end of such period. Tenant agrees that reasonable substitute access will be deemed to exist if a detour involving a different route from any public right of way to the Premises is made available during any period where roadwork of a non-permanent nature is being performed by any applicable governmental or quasi-governmental authority. Landlord and Tenant further agree that the widening or reconfiguration of K▇▇▇▇▇▇ Road or any other road providing access to the Premises, if any, shall not constitute a taking. If Tenant does not elect to terminate this Lease, as aforesaid, then Landlord shall, within a reasonable time after title vests in the condemning authority, repair and restore, at Landlord’s expense, the portion not taken so as to render same into an architectural whole, and, if any portion of the Premises is taken, thereafter the Rent shall be reduced (on a per square foot basis) in proportion to the portion of the Premises taken. If there is a temporary taking involving the Premises or Buildings, if a taking of other portions of the Buildings or Common Areas does not deny Tenant access to the Buildings and Premises, or permanently reduce parking in the amount described above, or if less than fifteen percent (15%) of the Premises is permanently taken by eminent domain or condemnation, then this Lease shall end and expire on the effective time of the Taking. (d) Upon any termination of this Lease pursuant to the provisions of this Section 5.2, Annual Fixed Rent and Additional Rent shall be apportioned as ofnot terminate, and Landlord shall be paid or refunded up to repair and includingrestore, at its own expense, the date of such termination. (e) Upon portion not taken so as to render same into an architectural whole, and, if any acquisition or condemnation of all or any part of the Premises, Landlord shall receive the entire award for any such acquisition or condemnation, and Tenant shall have no claim against Landlord or the condemning authority for the value of any unexpired portion of the Term. Nothing contained in this Article V shall be deemed to prevent Tenant from making a separate claim in any condemnation proceedings for Tenant's PropertyPremises was taken, alterations installed by Tenant or improvementsalbeit even temporarily, the then value Rent shall thereafter be reduced (on a per square foot basis) in proportion to the portion of any Tenant's fixtures or personal property and the Premises taken but solely for any moving expensesthe period of the taking if the same is not permanent.

Taking. If the whole of the Premises is temporarily taken for a period in excess of sixty (a60) If during the Term the entire Premises shall be taken days, or condemned is permanently taken, in either case by any public authority or for any public use or destroyed by the action virtue of any public authority (including by sale under threat of such a taking) (a "Taking"), then this Lease shall automatically terminate on the date on which title vests in such public authority, and the Annual Fixed Rent and Additional Rent shall be abated on and as of such date, and the parties' obligations hereunder shall cease. If only a part of the Premises shall be subject to a Taking, then, except as hereinafter provided in this Article, this Lease and the Term shall continue in full force and effect, provided that from and after the date of the vesting of title, the Annual Fixed Rent shall be modified to reflect the reduction of the Premises and/or the Building as a result of such Taking. (b) If there is a Taking of more than fifty percent (50%) of the Building, Landlord may elect to terminate this Lease by notice to Tenant given within thirty (30) days after the effective time of such Taking, and this Lease shall terminate effective as of the date set forth (the “Vesting Date”) that title vests in Landlord's notice which the condemning authority, and Tenant shall in no event be earlier than thirty (30) days from pay all Rent due under this Lease up to the date of such notice. (c) Vesting Date. If (i) the part of the Premises subject to a Taking contains more than ten twenty percent (10%) of the total area of the Building or a material portion of the parking area located on the Land, (and, with respect to the parking areas, Landlord is unable to provide Tenant with replacement parking reasonably acceptable to Tenant), immediately prior to such acquisition or condemnation, or (ii) if, by reason of such acquisition or condemnation, Tenant no longer has reasonable means of access to ten percent (1020%) or more of the area Premises is permanently taken by virtue of the Buildinga Taking, then Landlord and Tenant may shall each have the right (to be exercised by written notice to the other within sixty (60) days after receipt of notice of said taking) to terminate this Lease by notice effective upon the Vesting Date. If neither party elects to Landlordterminate this Lease, as aforesaid, then Landlord shall diligently, and within a reasonable time, after the Vesting Date, repair and restore, at Landlord’s expense, the portion not taken so as to render same into an architectural whole to the extent reasonably practicable, and, if any portion of the Premises is taken, then after the Vesting Date, the Base Rent (and Tenant’s Share) shall be reduced (on a per square foot basis) in proportion to the portion of the Premises so taken. If there is a temporary Taking involving the Premises or Building, or if less than twenty percent (20%) of the Premises is permanently taken by a Taking, then this Lease shall end not terminate, and expire on Landlord shall, as soon as reasonably practicable thereafter, repair and restore, at its own expense, the effective time portion not taken so as to render same into an architectural whole to the fullest extent reasonably practicable. If any portion of the Taking. Premises was temporarily taken, then the Base Rent (dand Tenant’s Share) Upon any termination of this Lease pursuant shall be reduced (on a per square foot basis) in proportion to the provisions portion of this Section 5.2the Premises taken, Annual Fixed Rent and Additional Rent shall be apportioned as ofbut only for the period of such temporary taking, and shall be paid or refunded up to and includingthat is, from the date upon which Tenant is deprived of the use of such termination. (e) Upon any acquisition or condemnation portion of all or any part the Premises until the date Tenant is restored to the use of such portion of the Premises, Landlord shall receive the entire award for any such acquisition or condemnation, and Tenant shall have no claim against Landlord or the condemning authority for the value of any unexpired portion of the Term. Nothing contained in this Article V shall be deemed to prevent Tenant from making a separate claim in any condemnation proceedings for Tenant's Property, alterations installed by Tenant or improvements, the then value of any Tenant's fixtures or personal property and for any moving expenses.

Taking. Taking" shall mean and refer to the acquisition or taking of property (aor any right, title or interest therein) If during the Term the entire Premises shall be taken or condemned by any public governmental or quasi-governmental authority acting under power of condemnation or for any public use or destroyed eminent domain, and shall encompass contested as well as uncontested takings as long as initiated by the action of any public authority (including by sale under threat of such a taking) (a "Taking"), then this Lease shall terminate on the date on which title vests in such public applicable governmental or quasi-governmental authority, and the Annual Fixed Rent and Additional Rent shall be abated on and as of such date, and the parties' obligations hereunder shall cease. If only a part the whole of the Premises shall be subject to is temporarily taken for a Taking, then, except as hereinafter provided period in this Article, this Lease and the Term shall continue in full force and effect, provided that from and after the date excess of the vesting of title, the Annual Fixed Rent shall be modified to reflect the reduction of the Premises and/or the Building as a result of such Taking. (b) If there is a Taking of more than fifty percent (50%) of the Building, Landlord may elect to terminate this Lease by notice to Tenant given within thirty (30) days after the effective time days, or is permanently taken, in either case by virtue of such a Taking, and this Lease shall automatically terminate effective as of the date set forth title vests in Landlord's notice which the condemning authority, and Tenant shall in no event be earlier than thirty (30) days from the date of such notice. (c) pay all Base Rent, additional rent, and other payments up to that date. If (ia) the part of the Premises subject to a Taking contains more than ten twenty percent (10%) of the total area of the Building or a material portion of the parking area located on the Land, (and, with respect to the parking areas, Landlord is unable to provide Tenant with replacement parking reasonably acceptable to Tenant), immediately prior to such acquisition or condemnation, or (ii) if, by reason of such acquisition or condemnation, Tenant no longer has reasonable means of access to ten percent (1020%) or more of the area Premises is permanently taken by virtue of a Taking, or (b) in the Building, then Tenant may terminate this Lease by notice to Landlord, and this Lease shall end and expire on the effective time case of the Taking. a Taking of less than twenty percent (d20%) Upon any termination of this Lease pursuant to the provisions of this Section 5.2, Annual Fixed Rent and Additional Rent shall be apportioned as of, and shall be paid or refunded up to and including, the date of such termination. (e) Upon any acquisition or condemnation of all or any part of the Premises, Tenant is unable to make reasonable use of the balance of the Premises remaining after the Taking, as determined by Tenant in its reasonable, good faith discretion, or (c) access to the Building or Premises by Tenant is, by virtue of a Taking, permanently denied, or (d) if free parking is provided for under this Lease (which Tenant acknowledges is not the case as of the date hereof), the parking ratio for the Building is, by virtue of a Taking of any parking areas serving the Building, permanently reduced to a ratio which fails to meet applicable code requirements after taking into account any portion of the Building taken and any reasonable substitute parking provided by Landlord shall receive in lieu of the entire award for any such acquisition or condemnationparking areas so taken, and then Tenant shall have no claim against the right (to be exercised by written notice to Landlord or within sixty (60) days after receipt of notice of said taking) to terminate this Lease effective upon the condemning authority for date when possession of the value of any unexpired applicable portion of the TermLand and/or Building is taken thereunder pursuant to such Taking. Nothing contained If Tenant does not elect to terminate this Lease as aforesaid, then Landlord shall diligently, and within a reasonable time, after title vests in this Article V the condemning authority, repair and restore, at Landlord's expense, the portion not taken so as to render same into an architectural whole to the extent reasonably practicable, and, if any portion of the Premises is taken, thereafter the Base Rent (and Tenant's Share) shall be deemed reduced (on a per square foot basis) in proportion to prevent the portion of the Premises taken. If there is a temporary Taking involving the Premises or Building, or if a Taking of other portions of the Building or common areas does not deny Tenant from making access to the Building and Premises, or if less than twenty percent (20%) of the Premises is permanently taken by a separate claim Taking and Tenant is able to make reasonable use of the balance of the Premises as determined by Tenant in its reasonable good faith discretion, then this Lease shall not terminate, and Landlord shall, as soon as reasonably practicable thereafter, repair and restore, at its own expense, the portion not taken so as to render same into an architectural whole to the fullest extent reasonably practicable. If any condemnation proceedings for portion of the Premises was permanently taken, then the Base Rent (and Tenant's PropertyShare) shall be reduced (on a per square foot basis) in proportion to the portion of the Premises taken, alterations installed by commencing on the date Tenant or improvementsis deprived of the use of such portion of the Premises. If any portion of the Premises was temporarily taken, then the then value of any Base Rent (and Tenant's fixtures or personal property and Share) shall be reduced (on a per square foot basis) in proportion to the portion of the Premises taken for any moving expensesthe period of such temporary taking, that is, from the date upon which Tenant is deprived of the use of such portion of the Premises until the date Tenant is restored to the use of such portion of the Premises.

Taking. (a) If during the Term whole of the entire Premises or the sole direct access from the Premises to any adjacent street or highway shall be taken or condemned by any public authority or for any public use or destroyed by the action of any quasi-public authority (including by sale under threat the power of such a taking) (a "Taking")eminent domain or condemnation, then this Lease shall terminate on the date on which of taking of possession by the condemning authority or the date title vests in such public the condemning authority, and . In the Annual Fixed Rent and Additional Rent event that (i) Twenty Five (25%) percent or more of the Building or the parking serving the Building shall be abated on and taken or conveyed by the power of eminent domain or condemnation or (ii) as a result of such dateany taking, and regardless of the parties' obligations hereunder amount so taken, the remainder of the Premises is rendered unsuitable in Tenant's opinion, reasonably exercised, for the continued operation of Tenant's business, then Tenant shall ceasehave the right to terminate this Lease upon ten (10) days prior written notice given to Landlord within thirty (30) days after receipt of written notice from Landlord advising Tenant that a portion of the Premises has been so taken. If only a any part of the Premises shall be subject to a Takingis so taken or conveyed, and the Lease is not terminated as set forth above, then, except as hereinafter provided in this Article, : (i) this Lease and the Term shall continue in full force and effect, provided except that from and after the date of the vesting of title, the Annual Fixed Monthly Rent shall be modified to reflect reduced in the reduction same proportion that the portion of the Premises and/or so taken or conveyed bears to the Building as a result of such Taking. (b) If there is a Taking of more than fifty percent (50%) area of the BuildingPremises leased to Tenant, Landlord may elect to terminate this Lease by notice to Tenant given within thirty (30) days after the effective time of such Taking, and this Lease shall terminate effective reduction commencing as of the date set forth in Landlord's notice which shall in no event be earlier than thirty (30) days from the date that Tenant is required to surrender possession of such notice. (c) If (i) the part of the Premises subject taken or conveyed; and (ii) Landlord shall make all necessary repairs or alterations to a Taking contains more than ten percent (10%) restore that portion of the total area Premises remaining as near to its former condition as the circumstances will permit and to constitute the portion of the Building or not taken as a material portion of the parking area located on the Land, (and, with respect to the parking areas, Landlord is unable to provide Tenant with replacement parking reasonably acceptable to Tenant), immediately prior to such acquisition or condemnation, or (ii) if, by reason of such acquisition or condemnation, Tenant no longer has reasonable means of access to ten percent (10%) or more of the area of the Building, then Tenant may terminate this Lease by notice to Landlord, and this Lease shall end and expire on the effective time of the Takingcomplete architectural unit. (d) Upon any termination of this Lease pursuant to the provisions of this Section 5.2, Annual Fixed Rent and Additional Rent shall be apportioned as of, and shall be paid or refunded up to and including, the date of such termination. (e) Upon any acquisition or condemnation of all or any part of the Premises, Landlord shall receive the entire award for any such acquisition or condemnation, and Tenant shall have no claim against Landlord or the condemning authority for the value of any unexpired portion of the Term. Nothing contained in this Article V shall be deemed to prevent Tenant from making a separate claim in any condemnation proceedings for Tenant's Property, alterations installed by Tenant or improvements, the then value of any Tenant's fixtures or personal property and for any moving expenses.

Taking. Taking" shall mean and refer to the acquisition or taking of property (aor any right, title or interest therein) If during the Term the entire Premises shall be taken or condemned by any public governmental or quasi-governmental authority acting under power of condemnation or for any public use or destroyed eminent domain, and shall encompass contested as well as uncontested takings as long as initiated by the action applicable governmental or quasi-governmental authority. If the whole of any public authority (including the Premises is temporarily or permanently taken, by sale under threat virtue of such a taking) (a "Taking"), then this Lease shall automatically terminate on the date on which title vests in such public authority, and the Annual Fixed Rent and Additional Rent shall be abated on and as of such date, and the parties' obligations hereunder shall cease. If only a part of the Premises shall be subject to a Taking, then, except as hereinafter provided in this Article, this Lease and the Term shall continue in full force and effect, provided that from and after the date of the vesting of title, the Annual Fixed Rent shall be modified to reflect the reduction of the Premises and/or the Building as a result of such Taking. (b) If there is a Taking of more than fifty percent (50%) of the Building, Landlord may elect to terminate this Lease by notice to Tenant given within thirty (30) days after the effective time of such Taking, and this Lease shall terminate effective as of the date set forth title vests in Landlord's notice which the condemning authority, and Tenant shall in no event be earlier than thirty (30) days from the date of such notice. (c) pay all Rent, additional rent, and other payments up to that date. If (ia) the part of the Premises subject to a Taking contains more than ten twenty percent (10%) of the total area of the Building or a material portion of the parking area located on the Land, (and, with respect to the parking areas, Landlord is unable to provide Tenant with replacement parking reasonably acceptable to Tenant), immediately prior to such acquisition or condemnation, or (ii) if, by reason of such acquisition or condemnation, Tenant no longer has reasonable means of access to ten percent (1020%) or more of the area Premises is permanently taken by virtue of a Taking, or (b) in the Building, then Tenant may terminate this Lease by notice to Landlord, and this Lease shall end and expire on the effective time case of the Taking. a Taking of less than twenty percent (d20%) Upon any termination of this Lease pursuant to the provisions of this Section 5.2, Annual Fixed Rent and Additional Rent shall be apportioned as of, and shall be paid or refunded up to and including, the date of such termination. (e) Upon any acquisition or condemnation of all or any part of the Premises, Tenant is unable to make reasonable use of the balance of the Premises remaining after the Taking, as determined by Tenant in its reasonable, good faith discretion, or (c) access to the Building or Premises by Tenant is, by virtue of a Taking, permanently denied, or (d) the parking ratio for the Building is, by virtue of a Taking of any parking areas serving the Building, permanently reduced to a ratio which fails to meet applicable code requirements after taking into account any portion of the Building taken and any reasonable substitute parking provided by Landlord shall receive in lieu of the entire award for any such acquisition or condemnationparking areas so taken, then Landlord and Tenant shall each have no claim against Landlord or the condemning authority for right (to be exercised by written notice to the value other within sixty (60) days after receipt of any unexpired notice of said taking) to terminate this Lease from the date when possession of the applicable portion of the TermProperty is taken thereunder pursuant to such Taking. Nothing contained If neither party elects to terminate this Lease, as aforesaid, then Landlord shall diligently, and within a reasonable time, after title vests in this Article V the condemning authority, repair and restore, at Landlord's expense, the portion not taken so as to render same into an architectural whole to the fullest extent reasonably possible, and, if any portion of the Premises is taken, thereafter the Rent shall be deemed reduced (on a per square foot basis) in proportion to prevent the portion of the Premises taken. If there is a temporary Taking involving the Premises or Building, or if a Taking of other portions of the Building or common areas does not deny Tenant from making access to the Building and Premises, or if less than twenty percent (20%) of the Premises is permanently taken by a separate claim in any condemnation proceedings for Tenant's Property, alterations installed Taking and Tenant is able to make reasonable use of the balance of the Premises as determined by Tenant or improvementsin its reasonable good faith discretion, then this Lease shall not terminate, and Landlord shall, as soon as reasonably practicable thereafter, repair and restore, at its own expense, the portion not taken so as to render same into an architectural whole to the fullest extent reasonably possible. If any portion of the Premises was permanently taken, then value the Rent shall be reduced (on a per square foot basis) in proportion to the portion of the Premises taken, commencing on the date Tenant is deprived of the use of such portion of the Premises. If any Tenant's fixtures portion of the Premises was temporarily taken, then the Rent shall be reduced (on a per square foot basis) in proportion to the portion of the Premises taken for the period of such temporary taking, that is, from the date upon which Tenant is deprived of the use of such portion of the Premises until the date Tenant is restored to the use of such portion of the Premises. If any portion of the parking is taken, but not so as to provide a right of termination, Landlord shall use reasonable efforts to try and locate or personal property and for any moving expensesprovide alternative parking within reasonable proximity to the Building, provided Landlord shall not be required to expend an amount in excess of $15,000 in order to satisfy such obligation.

Taking. If the whole or a substantial part (aas hereinafter defined) If during of the Term Premises (or use or occupancy of the entire Premises Premises) shall be taken or condemned by any public governmental or quasi-governmental authority or for any public or quasi-public use or destroyed by the action of any public authority purpose (including by sale under threat of such a taking) (a "Taking"), referred to herein as a “Taking”, then the terms of this Lease shall cease and terminate on as of the date on which when title vests in such public governmental or quasi-governmental authority, and the Annual Fixed Rent rent and Additional Rent additional rent shall be abated on and as of the date when such date, and title vests in such governmental or quasi-governmental authority (the parties' obligations hereunder shall cease“Taking Date”). If only less than a substantial part of the Premises is taken or condemned by any governmental or quasi-governmental authority for any public or quasi-public use or purpose (including sale under threat of such a taking), the rent and additional rent shall be subject to a Takingequitably adjusted (on the basis of the number of square feet before and after such event) on the date when title vests in such governmental or quasi-governmental authority, then, except as hereinafter provided in this Article, this Lease and the Term Lease shall otherwise continue in full force and effect, provided that from and after . If the date taking of the vesting of title, the Annual Fixed Rent shall be modified to reflect the reduction of the Premises and/or the Building as a result of such Taking. (b) If there is a Taking of more than fifty percent (50%) of the Building, Landlord may elect to terminate this Lease by notice to Tenant given within thirty (30) days after the effective time of such Taking, and this Lease shall terminate effective as of the date set forth in Landlord's notice which shall in no event be earlier than thirty (30) days from the date of such notice. (c) If (i) the part of the Premises subject materially interferes with Tenant’s ability to a Taking contains more than ten percent (10%) of continue its business operations in substantially the total area of the Building or a material portion of the parking area located on the Land, (and, with respect to the parking areas, Landlord is unable to provide Tenant with replacement parking reasonably acceptable to Tenant), immediately prior to such acquisition or condemnation, or (ii) if, by reason of such acquisition or condemnation, Tenant no longer has reasonable means of access to ten percent (10%) or more of the area of the Buildingsame manner and space, then Tenant may terminate this Lease by notice to Landlord, and this Lease shall end and expire on the effective time as of the Taking. (d) Upon any termination of this Lease pursuant to the provisions of this Section 5.2, Annual Fixed Rent and Additional Rent shall be apportioned as of, and shall be paid or refunded up to and including, the date of such termination. (e) Upon any acquisition or condemnation of all or any part of the Premises, Landlord shall receive the entire award for any such acquisition or condemnation, and Taking Date. Tenant shall have no claim against Landlord (or otherwise) and hereby agrees to make no claim against the condemning authority for any portion of the amount that may be awarded as damage as a result of any governmental or quasi-governmental taking or condemnation (or sale under treat of such taking or condemnation) or for the value of any unexpired portion term of the TermLease or for loss of profits or moving expenses or for any other claim or cause of action. Nothing contained Notwithstanding anything else in this Article V shall be deemed to prevent Section 15(d), Tenant may claim and recover from making the condemning authority a separate claim in any condemnation proceedings award for Tenant's Property’s moving expenses, alterations installed by Tenant or improvementsbusiness dislocation damages, the then value of any Tenant's fixtures or personal property and fixtures, the unamortized costs of leasehold improvements paid for by Tenant and any moving expensesother award that would not substantially reduce the award payable to Landlord. Each party shall seek its own award, as limited above, at its own expense, and neither shall have any right to the award made to the other.

Taking. (a) If during the Term whole of the entire Premises shall be is taken by condemnation or condemned by any public authority exercise of the right of eminent domain, or for any public use or destroyed by the action of any public authority (including by sale voluntary transfer made under threat of such a taking) condemnation or exercise of right of eminent domain (a "Taking"), then and such Taking is permanent (a "Permanent Taking"), this Lease shall automatically terminate on the date on which title vests in such public authority, and the Annual Fixed Rent and Additional Rent shall be abated on and as of such date, and the parties' obligations hereunder shall cease. If only a part of the Premises shall be subject to a Taking, then, except as hereinafter provided in this Article, this Lease and the Term shall continue in full force and effect, provided that from and after the date of the vesting of title, the Annual Fixed Rent shall be modified to reflect the reduction of the Premises and/or the Building as a result of such Taking. (b) If there is a Taking of more than fifty percent (50%) of the Building, Landlord may elect to terminate this Lease by notice to Tenant given within thirty (30) days after the effective time of such Taking, and this Lease shall terminate effective as of the date set forth (the "Vesting Date") that title vests in Landlord's notice which the condemning authority, and Tenant shall pay all Rent due under this Lease up to the Vesting Date. Any temporary Taking for a period in no event excess of twelve (12) consecutive months shall be earlier than thirty (30) days from deemed to be a Permanent Taking within the date meaning of such notice. (c) this Section 4.5. If (i) the part of the Premises subject any Permanent Taking occurs with regard to a Taking contains more than ten twenty percent (10%) of the total area of the Building or a material portion of the parking area located on the Land, (and, with respect to the parking areas, Landlord is unable to provide Tenant with replacement parking reasonably acceptable to Tenant), immediately prior to such acquisition or condemnation, or (ii) if, by reason of such acquisition or condemnation, Tenant no longer has reasonable means of access to ten percent (1020%) or more of the area Premises, Landlord and Tenant shall each have the right (to be exercised by written notice to the other within sixty (60) days after receipt of the Building, then Tenant may notice of said Permanent Taking) to terminate this Lease by notice effective upon the Vesting Date. If neither party elects to Landlordterminate this Lease, as aforesaid, then Landlord shall diligently, and within a reasonable time, after the Vesting Date, repair and restore, at Landlord's expense, the portion of the Premises not subject to such Taking, so as to render same an architectural whole to the extent reasonably practicable, and, with regard to any portion of the Premises which is subject to such Taking, the Base Rent (and Tenant's Share) shall be reduced (on a per square foot basis) in proportion to the portion of the Premises subject to such Taking. If there is a temporary Taking involving the Premises or Building, or if less than twenty percent (20%) of the Premises is permanently taken by a Taking, then this Lease shall end not terminate, and expire on Landlord shall, as soon as reasonably practicable thereafter, repair and restore, at its own expense, the effective time portion not affected by such Taking so as to render same into an architectural whole to the fullest extent reasonably practicable. If any portion of the Premises was subject to a temporary Taking. , then the Base Rent (dand Tenant's Share) Upon any termination of this Lease pursuant shall be reduced (on a per square foot basis) in proportion to the provisions portion of this Section 5.2the Premises subject to such Taking, Annual Fixed Rent and Additional Rent shall be apportioned as ofbut only for the period of such temporary Taking, and shall be paid or refunded up to and includingthat is, from the date upon which Tenant is deprived of the use of such termination. (e) Upon any acquisition or condemnation portion of all or any part the Premises until the date Tenant is restored to the use of such portion of the Premises, Landlord shall receive the entire award for any such acquisition or condemnation, and Tenant shall have no claim against Landlord or the condemning authority for the value of any unexpired portion of the Term. Nothing contained in this Article V shall be deemed to prevent Tenant from making a separate claim in any condemnation proceedings for Tenant's Property, alterations installed by Tenant or improvements, the then value of any Tenant's fixtures or personal property and for any moving expenses.

Taking. (a) If during the Term whole of the entire Premises or the sole direct access from the Premises to any adjacent street or highway shall be taken or condemned by any public authority or for any public use or destroyed by the action of any quasi-public authority (including by sale under threat the power of such a taking) (a "Taking")eminent domain or condemnation, then this Lease shall terminate on onthe date of taking of possession by the condemning authority or the date on which title vests in such public the condemning authority, and . In the Annual Fixed Rent and Additional Rent event that (i) Twenty Five (25%) percent or more of the Building or the parking serving the Building shall be abated on and taken or conveyed by the power of eminent domain or 19 01 31/02 condemnation or (ii) as a result of such dateany taking, and regardless of the parties' obligations hereunder amount so taken,the remainder of the Premises is rendered unsuitable in Tenant's opinion, reasonably exercised, for the continued operation of Tenant's business, then Tenant shall ceasehave the right to terminate this Lease by written notice given to Landlord within thirty (30) days after receipt of written notice from Landlord advising Tenant that a portion of the Premises has been so taken. If only a any part of the Premises shall be subject to a Takingis so taken or conveyed, and the Lease is not terminated as set forth above,then, except as hereinafter provided in this Article, : (i) this Lease and the Term shall continue in full force and effect, provided except that from and after the date of the vesting of title, the Annual Fixed Monthly Rent shall be modified to reflect reduced in the reduction same proportion that the portion of the Premises and/or so taken or conveyed bears to the Building as a result of such Taking. (b) If there is a Taking of more than fifty percent (50%) area of the BuildingPremises leased to Tenant, Landlord may elect to terminate this Lease by notice to Tenant given within thirty (30) days after the effective time of such Taking, and this Lease shall terminate effective reduction commencing as of the date set forth in Landlord's notice which shall in no event be earlier than thirty (30) days from the date that Tenant is required to surrender possession of such notice. (c) If (i) the part of the Premises subject taken or conveyed; and (ii) Landlord shall make all necessary repairs or alterations to a Taking contains more than ten percent (10%) restore that portion of the total area Premises remaining as near to its former condition as the circumstances will permit and to constitute the portion of the Building or not taken as a material portion of the parking area located on the Land, (and, with respect to the parking areas, Landlord is unable to provide Tenant with replacement parking reasonably acceptable to Tenant), immediately prior to such acquisition or condemnation, or (ii) if, by reason of such acquisition or condemnation, Tenant no longer has reasonable means of access to ten percent (10%) or more of the area of the Building, then Tenant may terminate this Lease by notice to Landlord, and this Lease shall end and expire on the effective time of the Takingcomplete architectural unit. (d) Upon any termination of this Lease pursuant to the provisions of this Section 5.2, Annual Fixed Rent and Additional Rent shall be apportioned as of, and shall be paid or refunded up to and including, the date of such termination. (e) Upon any acquisition or condemnation of all or any part of the Premises, Landlord shall receive the entire award for any such acquisition or condemnation, and Tenant shall have no claim against Landlord or the condemning authority for the value of any unexpired portion of the Term. Nothing contained in this Article V shall be deemed to prevent Tenant from making a separate claim in any condemnation proceedings for Tenant's Property, alterations installed by Tenant or improvements, the then value of any Tenant's fixtures or personal property and for any moving expenses.

Taking. If the whole of the Premises is taken, either permanently or temporarily, by eminent domain or condemnation, this Lease shall automatically terminate as of the date title vests in the condemning authority, and Tenant shall pay all Base Rent, Additional Rent, and other payments up to that date. If any part of the Premises is permanently taken, or if access to the by Tenant is, by virtue of a taking, permanently denied, by eminent domain or condemnation, then Landlord or Tenant shall have the right (ato be exercised by written notice to the other within sixty (60) days after receipt of notice of said taking) to terminate this Lease from the date when possession is taken thereunder pursuant to such proceeding or purchase. If during neither party elects to terminate this Lease, as aforesaid, then Landlord shall within a reasonable time after title vests in the Term condemning authority, repair and restore, at Landlord’s expense, the entire portion not taken so as to render same into an architectural whole to the fullest extent reasonably possible, and, if any portion of the Premises is taken, thereafter the Base Rent shall be taken reduced (on a per square foot basis) in proportion to the portion of the Premises taken. If there is a temporary taking involving the Premises or condemned by any public authority Building, if a taking of other portions of the Building or for any public use or destroyed by Common Areas does not deny Tenant access to the action of any public authority (including by sale under threat of such a taking) (a "Taking")Building and Premises, then this Lease shall terminate on the date on which title vests in such public authoritynot terminate, and Landlord shall repair and restore, at its own expense, the Annual Fixed Rent and Additional portion not taken so as to render same into an architectural whole to the fullest extent reasonably possible, and, if any portion of the Premises was taken, thereafter the Base Rent shall be abated reduced (on and as of such date, and a per square foot basis) in proportion to the parties' obligations hereunder shall cease. If only a part portion of the Premises shall be subject to a Taking, then, except as hereinafter provided in this Article, this Lease and the Term shall continue in full force and effect, provided that from and after the date of the vesting of title, the Annual Fixed Rent shall be modified to reflect the reduction of the Premises and/or the Building as a result of such Takingtaken. (b) If there is a Taking of more than fifty percent (50%) of the Building, Landlord may elect to terminate this Lease by notice to Tenant given within thirty (30) days after the effective time of such Taking, and this Lease shall terminate effective as of the date set forth in Landlord's notice which shall in no event be earlier than thirty (30) days from the date of such notice. (c) If (i) the part of the Premises subject to a Taking contains more than ten percent (10%) of the total area of the Building or a material portion of the parking area located on the Land, (and, with respect to the parking areas, Landlord is unable to provide Tenant with replacement parking reasonably acceptable to Tenant), immediately prior to such acquisition or condemnation, or (ii) if, by reason of such acquisition or condemnation, Tenant no longer has reasonable means of access to ten percent (10%) or more of the area of the Building, then Tenant may terminate this Lease by notice to Landlord, and this Lease shall end and expire on the effective time of the Taking. (d) Upon any termination of this Lease pursuant to the provisions of this Section 5.2, Annual Fixed Rent and Additional Rent shall be apportioned as of, and shall be paid or refunded up to and including, the date of such termination. (e) Upon any acquisition or condemnation of all or any part of the Premises, Landlord shall receive the entire award for any such acquisition or condemnation, and Tenant shall have no claim against Landlord or the condemning authority for the value of any unexpired portion of the Term. Nothing contained in this Article V shall be deemed to prevent Tenant from making a separate claim in any condemnation proceedings for Tenant's Property, alterations installed by Tenant or improvements, the then value of any Tenant's fixtures or personal property and for any moving expenses.

Taking. Taking" shall mean and refer to the acquisition or taking of property (aor any right, title or interest therein) If during the Term the entire Premises shall be taken or condemned by any public governmental or quasi-governmental authority acting under power of condemnation or for any public use or destroyed eminent domain, and shall encompass contested as well as uncontested takings as long as initiated by the action of any public authority (including by sale under threat of such a taking) (a "Taking"), then this Lease shall terminate on the date on which title vests in such public applicable governmental or quasi-governmental authority, and the Annual Fixed Rent and Additional Rent shall be abated on and as of such date, and the parties' obligations hereunder shall cease. If only a part the whole of the Premises shall be subject to is temporarily taken for a Taking, then, except as hereinafter provided period in this Article, this Lease and the Term shall continue in full force and effect, provided that from and after the date excess of the vesting of title, the Annual Fixed Rent shall be modified to reflect the reduction of the Premises and/or the Building as a result of such Taking. (b) If there is a Taking of more than fifty percent (50%) of the Building, Landlord may elect to terminate this Lease by notice to Tenant given within thirty (30) days after the effective time days, or is permanently taken, in either case by virtue of such a Taking, and this Lease shall automatically terminate effective as of the date set forth title vests in Landlord's notice which the condemning authority, and Tenant shall in no event be earlier than thirty (30) days from the date of such notice. (c) pay all Base Rent, additional rent, and other payments up to that date. If (ia) the part of the Premises subject to a Taking contains more than ten twenty percent (10%) of the total area of the Building or a material portion of the parking area located on the Land, (and, with respect to the parking areas, Landlord is unable to provide Tenant with replacement parking reasonably acceptable to Tenant), immediately prior to such acquisition or condemnation, or (ii) if, by reason of such acquisition or condemnation, Tenant no longer has reasonable means of access to ten percent (1020%) or more of the area Premises is permanently taken by virtue of a Taking, or (b) in the Building, then Tenant may terminate this Lease by notice to Landlord, and this Lease shall end and expire on the effective time case of the Taking. a Taking of less than twenty percent (d20%) Upon any termination of this Lease pursuant to the provisions of this Section 5.2, Annual Fixed Rent and Additional Rent shall be apportioned as of, and shall be paid or refunded up to and including, the date of such termination. (e) Upon any acquisition or condemnation of all or any part of the Premises, Tenant is unable to make reasonable use of the balance of the Premises remaining after the Taking, as determined by Tenant in its reasonable, good faith discretion, or (c) access to the Building or Premises by Tenant is, by virtue of a Taking, permanently denied, or (d) if free parking is provided for under this Lease, the parking ratio for the Building is, by virtue of a Taking of any parking areas serving the Building, permanently reduced to a ratio which fails to meet applicable code requirements after taking into account any portion of the Building taken and any reasonable substitute parking provided by Landlord shall receive in lieu of the entire award for any such acquisition or condemnationparking areas so taken, then Landlord and Tenant shall each have no claim against Landlord or the condemning authority for right (to be exercised by written notice to the value other within sixty (60) days after receipt of any unexpired notice of said taking) to terminate this Lease effective upon the date when possession of the applicable portion of the TermLand and/or Building is taken thereunder pursuant to such Taking. Nothing contained If neither party elects to terminate this Lease, as aforesaid, then Landlord shall diligently, and within a reasonable time (not to exceed one hundred eighty (180) days subject to Force Majeure not to exceed thirty (30) days in this Article V the aggregate), after title vests in the condemning authority, repair and restore, at Landlord's expense, the portion not taken so as to render same into an architectural whole to the extent reasonably practicable, and, if any portion of the Premises is taken, thereafter the Base Rent (and Tenant's Share) shall be deemed reduced (on a per square foot basis) in proportion to prevent the portion of the Premises taken. If there is a temporary Taking involving the Premises or Building, or if a Taking of other portions of the Building or Common Areas does not deny Tenant from making access to the Building and Premises, or if less than twenty percent (20%) of the Premises is permanently taken by a separate claim Taking and Tenant is able to make reasonable use of the balance of the Premises as determined by Tenant in its reasonable good faith discretion, then this Lease shall not terminate, and Landlord shall, as soon as reasonably practicable thereafter (and in all events within one hundred eighty (180) days thereafter subject to Force Majeure not to exceed thirty (30) days in the aggregate), repair and restore, at its own expense, the portion not taken so as to render same into an architectural whole to the fullest extent reasonably practicable. If any condemnation proceedings for portion of the Premises was permanently taken, then the Base Rent (and Tenant's PropertyShare) shall be reduced (on a per square foot basis) in proportion to the portion of the Premises taken, alterations installed by commencing on the date Tenant or improvementsis deprived of the use of such portion of the Premises. If any portion of the Premises was temporarily taken, then the then value of any Base Rent (and Tenant's fixtures or personal property and Share) shall be reduced (on a per square foot basis) in proportion to the portion of the Premises taken for any moving expensesthe period of such temporary taking, that is, from the date upon which Tenant is deprived of the use of such portion of the Premises until the date Tenant is restored to the use of such portion of the Premises.

Taking. (a) If during the Term whole of the entire Premises shall be taken is taken, either permanently or condemned temporarily, by any public authority eminent domain or for any public use or destroyed by the action of any public authority (including by sale under threat of such a taking) (a "Taking")condemnation, then this Lease shall automatically terminate on the date on which title vests in such public authority, and the Annual Fixed Rent and Additional Rent shall be abated on and as of such date, and the parties' obligations hereunder shall cease. If only a part of the Premises shall be subject to a Taking, then, except as hereinafter provided in this Article, this Lease and the Term shall continue in full force and effect, provided that from and after the date of the vesting of title, the Annual Fixed Rent shall be modified to reflect the reduction of the Premises and/or the Building as a result of such Taking. (b) If there is a Taking of more than fifty percent (50%) of the Building, Landlord may elect to terminate this Lease by notice to Tenant given within thirty (30) days after the effective time of such Taking, and this Lease shall terminate effective as of the date set forth title vests in Landlord's notice which the condemning authority, and Tenant shall in no event be earlier than thirty (30) days from the date of such notice. (c) pay all Base Rent, Additional Rent, and other payments up to that date. If (i) the part of the Premises subject to a Taking contains more than ten twenty percent (10%) of the total area of the Building or a material portion of the parking area located on the Land, (and, with respect to the parking areas, Landlord is unable to provide Tenant with replacement parking reasonably acceptable to Tenant), immediately prior to such acquisition or condemnation, or (ii) if, by reason of such acquisition or condemnation, Tenant no longer has reasonable means of access to ten percent (1020%) or more of the area Premises is permanently taken, or if access to the Tenant is, by virtue of the Buildinga taking, permanently denied or materially adversely affected, by eminent domain or condemnation, then Landlord or Tenant may shall have the right (to be exercised by written notice to the other within sixty (60) days after receipt of notice of said taking) to terminate this Lease from the date when possession is taken thereunder pursuant to such proceeding or purchase. If neither party elects to terminate this Lease, as aforesaid, then Landlord shall within a reasonable time after title vests in the condemning authority, repair and restore, at Landlord's expense, the portion not taken so as to render same into an architectural whole to the fullest extent reasonably possible, and, if any portion of the Premises is taken, thereafter the Base Rent shall be reduced (on a per square foot basis) in proportion to the portion of the Premises taken. If there is a temporary taking involving the Premises or Building, if a taking of other portions of the Building or Common Areas does not deny Tenant access to and continued use (in the same manner as prior to the taking) of the Building and Premises, or if less than twenty percent (20%) of the Premises is permanently taken by notice eminent domain or condemnation and does not deny Tenant access to Landlordand continued use of the Building and Premises, and then this Lease shall end not terminate, and expire on Landlord shall repair and restore, at its own expense, the effective time portion not taken so as to render same into an architectural whole to the fullest extent reasonably possible, and, if any portion of the Taking. (d) Upon any termination of this Lease pursuant to Premises was taken, thereafter the provisions of this Section 5.2, Annual Fixed Rent and Additional Base Rent shall be apportioned as of, and shall be paid or refunded up reduced (on a per square foot basis) in proportion to and including, the date of such termination. (e) Upon any acquisition or condemnation of all or any part of the Premises, Landlord shall receive the entire award for any such acquisition or condemnation, and Tenant shall have no claim against Landlord or the condemning authority for the value of any unexpired portion of the Term. Nothing contained in this Article V shall be deemed to prevent Tenant from making a separate claim in any condemnation proceedings for Tenant's Property, alterations installed by Tenant or improvements, the then value of any Tenant's fixtures or personal property and for any moving expensesPremises taken.

Taking. (a) If during the Term whole of the entire Premises shall be is temporarily taken for a period in excess of thirty (30) days, or condemned is permanently taken, in either case by any public authority or for any public use or destroyed by the action virtue of any public authority (including by sale under threat of such a taking) (a "Taking"), then this Lease shall automatically terminate on as of the date on which title vests in such public the condemning authority, and the Annual Fixed Rent and Additional Rent Tenant shall be abated on and as of such datepay all Base Rent, additional rent, and the parties' obligations hereunder shall cease. If only a part of the Premises shall be subject other payments up to a Taking, then, except as hereinafter provided in this Article, this Lease and the Term shall continue in full force and effect, provided that from and after the date of the vesting of title, the Annual Fixed Rent shall be modified to reflect the reduction of the Premises and/or the Building as a result of such Takingdate. (b) If there If(a) twenty percent (20%) or more of the Premises is permanently taken by virtue of a Taking, or (b) in the case of a Taking of more ofless than fifty twenty percent (5020%) of the Premises, Tenant is unable to make reasonable use of the balance of the Premises remaining after the Taking, as determined by Tenant in its reasonable, good faith discretion, or (c) access to the ▇▇▇ ding or Premises by Tenant is, by virtue of a Taking, permanently denied, or (d) the parking ratio for the Building is, by virtue of a Taking of any parking areas serving the Building, permanently ~educed to a ratio which fails to meet applicable code requirements after taking into account any portion of the Building taken and any reasonable substitute parking provided by Landlord may elect in lieu ofthe.parking areas so taken, or the actual parking ratio available to Tenant as required under this Lease after such Taking is reduced by more than twenty percent (20%) (again taking into account any reasonable substitute parking provided by Landlord in lieu of the parking areas so taken), then Landlord and Tenant shall each have the right (to be exercised by written notice to the other within ninety (90) days after receipt of notice of said taking) to terminate this Lease by notice to Tenant given within thirty (30) days after effective upon the effective time date when possession of the applicable portion of the Land and/or Building is taken thereunderpursuantto such Taking, and this Lease shall terminate effective as of the date set forth in Landlord's notice which shall in no event be earlier than thirty (30) days from the date of such notice. (c) If neither party elects to terminate this Lease, as aforesaid, then Landlord shall diligently and within a reasonable time (inot to exceed 180 days in the aggregate) after title ests in the part condemning authority, repair and restore, at Landlord's expense, the portion not taken so as to render same into an architectural whole to the extent reasonably practicable, and, if any portion of the Premises subject is taken, thereafter the Base Rent (and Tenant's Share) shall be reduced (on a per square foot basis) in proportion to a Taking contains more than ten percent (10%) of the total area of the Building or a material portion of the parking area located on the Land, (and, with respect to the parking areas, Landlord is unable to provide Tenant with replacement parking reasonably acceptable to Tenant), immediately prior to such acquisition or condemnation, or (ii) if, by reason of such acquisition or condemnation, Tenant no longer has reasonable means of access to ten percent (10%) or more of the area of the Building, then Tenant may terminate this Lease by notice to Landlord, and this Lease shall end and expire on the effective time of the TakingPremises taken. (d) Upon any termination If there is a temporary Taking involving the Premises or Building, or if a Taking of this Lease pursuant other portions of the Building or common areas does not deny Tenant access to the provisions of this Section 5.2, Annual Fixed Rent and Additional Rent shall be apportioned as of, and shall be paid or refunded up to and including, the date of such termination. (e) Upon any acquisition or condemnation of all or any part of the Premises, Landlord shall receive the entire award for any such acquisition or condemnation, and Tenant shall have no claim against Landlord or the condemning authority for the value of any unexpired portion of the Term. Nothing contained in this Article V shall be deemed to prevent Tenant from making a separate claim in any condemnation proceedings for Tenant's Property, alterations installed by Tenant or improvements, the then value of any Tenant's fixtures or personal property and for any moving expenses.56

Taking. (a) If during the Term whole of the entire Premises shall be taken is taken, either permanently or condemned temporarily, by any public authority eminent domain or for any public use or destroyed by the action of any public authority (including by sale under threat of such a taking) (a "Taking")condemnation, then this Lease shall automatically terminate on as of the date on which title vests in such public the condemning authority, and the Annual Fixed Rent and Tenant shall pay all Base Rent, Additional Rent shall be abated on and as of such dateRent, and the parties' obligations hereunder shall ceaseother payments up to that date. If only a any part of the Premises shall be subject is permanently taken, or if access to a Taking, then, except as hereinafter provided in this Article, this Lease and the Term shall continue in full force and effect, provided that from and after the date of the vesting of title, the Annual Fixed Rent shall be modified to reflect the reduction of the Premises and/or by Tenant is, by virtue of a taking, denied, by eminent domain or condemnation, then Landlord shall have the Building as a result right (to be exercised by written notice to Tenant within sixty (60) days after receipt of such Taking. (bnotice of said taking) If there is a Taking of more than fifty percent (50%) of the Building, Landlord may elect to terminate this Lease by from the date when possession is taken thereunder pursuant to such proceeding or purchase. In the event fifteen percent (15%) or more of the rentable area of the Premises is taken, then Tenant shall have the right, exercisable upon written notice to Tenant given Landlord within thirty (30) days after the effective time of such Taking, and this Lease shall terminate effective as of the date set forth in Landlord's notice which shall in no event be earlier than thirty (30) days from the date of such notice. (c) If (i) the part of the Premises subject to a Taking contains more than ten percent (10%) of the total area of the Building or a material portion of the parking area located on the Land, (and, with respect to the parking areas, Landlord is unable to provide Tenant with replacement parking reasonably acceptable to Tenant), immediately prior to such acquisition or condemnation, or (ii) if, by reason of such acquisition or condemnation, Tenant no longer has reasonable means of access to ten percent (10%) or more of that the area of so taken vests with the Buildingcondemning authority, then Tenant may to terminate this Lease by Lease. Despite the foregoing, in the event Tenant so delivers a termination notice to Landlord, and Landlord, in its sole discretion, elects to lease other comparable space in the Building that is located on a floor that is adjacent to the floor upon which the Premises is located to Tenant to replace a portion of the area so taken, such that the rentable area of the remaining portion of the Premises which was not taken, when aggregated with the additional space that Landlord elects to lease to Tenant in the Building, equals at least eighty five percent (85%) of the rentable area of the Premises that existed prior to the taking, then Tenant’s notice of termination shall be deemed automatically rescinded. If this Lease is not terminated, as aforesaid, then Landlord shall within a reasonable time after title vests in the condemning authority, repair and restore, at Landlord’s expense, the portion not taken so as to render same into an architectural whole to the fullest extent reasonably possible, and, if any portion of the Premises is taken, thereafter the Base Rent shall be reduced (on a per square foot basis) in proportion to the portion of the Premises taken. If there is a temporary taking involving the Premises or Building, if a taking of other portions of the Building or Common Areas does not deny Tenant access to the Building and Premises, then this Lease shall end not terminate, and expire on Landlord shall repair and restore, at its own expense, the effective time portion not taken so as to render same into an architectural whole to the fullest extent reasonably possible, and, if any portion of the Taking. (d) Upon any termination of this Lease pursuant to Premises was taken, thereafter the provisions of this Section 5.2, Annual Fixed Rent and Additional Base Rent shall be apportioned as of, and shall be paid or refunded up reduced (on a per square foot basis) in proportion to and including, the date of such termination. (e) Upon any acquisition or condemnation of all or any part of the Premises, Landlord shall receive the entire award for any such acquisition or condemnation, and Tenant shall have no claim against Landlord or the condemning authority for the value of any unexpired portion of the Term. Nothing contained in this Article V shall be deemed to prevent Tenant from making a separate claim in any condemnation proceedings for Tenant's Property, alterations installed by Tenant or improvements, the then value of any Tenant's fixtures or personal property and for any moving expensesPremises taken.

Taking. (a) If during the Term whole of the entire Premises shall be taken is taken, either permanently or condemned temporarily, by any public authority eminent domain or for any public use or destroyed by the action of any public authority (including by sale under threat of such a taking) (a "Taking")condemnation, then this Lease shall automatically terminate on as of the date on which title vests in such public the condemning authority, and Tenant shall pay all Base Rent, Additional Rent, and other payments up to that date. If twenty percent (20%) or more of the Annual Fixed Premises is permanently taken, or if access to the by Tenant is, by virtue of a taking, permanently denied, by eminent domain or condemnation, then Landlord or Tenant shall have the right (to be exercised by written notice to the other within sixty (60) days after receipt of notice of said taking) to terminate this Lease from the date when possession is taken thereunder pursuant to such proceeding or purchase. If neither party elects to terminate this Lease, as aforesaid, then Landlord shall within a reasonable time after title vests in the condemning authority, repair and restore, at Landlord’s expense, the portion not taken so as to render same into an architectural whole to the fullest extent reasonably possible, and, if any portion of the Premises is taken, thereafter the Base Rent and Additional Rent shall be abated reduced (on and as of such date, and a per square foot basis) in proportion to the parties' obligations hereunder shall cease. If only a part portion of the Premises shall be subject to a Taking, then, except as hereinafter provided in this Article, this Lease and the Term shall continue in full force and effect, provided that from and after the date of the vesting of title, the Annual Fixed Rent shall be modified to reflect the reduction of the Premises and/or the Building as a result of such Taking. (b) taken. If there is a Taking temporary taking involving the Premises or Building, if a taking of more other portions of the Building or Common Areas does not deny Tenant access to the Building and Premises, or if less than fifty twenty percent (5020%) of the BuildingPremises is permanently taken by eminent domain or condemnation, Landlord may elect to terminate this Lease by notice to Tenant given within thirty (30) days after the effective time of such Taking, and then this Lease shall terminate effective not terminate, and Landlord shall repair and restore, at its own expense, the portion not taken so as of to render same into an architectural whole to the date set forth in Landlord's notice which shall in no event be earlier than thirty (30) days from the date of such notice. (c) If (i) the part fullest extent reasonably possible, and, if any portion of the Premises subject to a Taking contains more than ten percent (10%) of was taken, thereafter the total area of the Building or a material portion of the parking area located on the Land, (and, with respect to the parking areas, Landlord is unable to provide Tenant with replacement parking reasonably acceptable to Tenant), immediately prior to such acquisition or condemnation, or (ii) if, by reason of such acquisition or condemnation, Tenant no longer has reasonable means of access to ten percent (10%) or more of the area of the Building, then Tenant may terminate this Lease by notice to Landlord, and this Lease shall end and expire on the effective time of the Taking. (d) Upon any termination of this Lease pursuant to the provisions of this Section 5.2, Annual Fixed Base Rent and Additional Rent shall be apportioned as of, and shall be paid or refunded up reduced (on a per square foot basis) in proportion to and including, the date of such termination. (e) Upon any acquisition or condemnation of all or any part of the Premises, Landlord shall receive the entire award for any such acquisition or condemnation, and Tenant shall have no claim against Landlord or the condemning authority for the value of any unexpired portion of the Term. Nothing contained in this Article V shall be deemed to prevent Tenant from making a separate claim in any condemnation proceedings for Tenant's Property, alterations installed by Tenant or improvements, the then value of any Tenant's fixtures or personal property and for any moving expensesPremises taken.

Taking. (a) If during a Taking of all or substantially all of the Term Premises occurs, then this Lease shall terminate as of the entire Premises shall be taken or condemned by any public authority or for any public use or destroyed by Vesting Date. If there is a Taking of less than substantially all of the action of any public authority (including by sale under threat of such a taking) (a "Taking")Premises, then this Lease shall terminate on the date on which title vests in such public authority, and Vesting Date with respect to the Annual Fixed Rent and Additional Rent shall be abated on and as of such date, and the parties' obligations hereunder shall cease. If only a part of the Premises shall be subject to a Taking, then, except as hereinafter provided in this Article, this Lease and the Term shall continue in full force and effect, provided that from and after the date of the vesting of title, the Annual Fixed Rent shall be modified to reflect the reduction of the Premises and/or the Building as a result of such Takingportion so taken. (b) If there is a Taking of more than fifty percent (50%) part of the BuildingComplex but none of or less than substantially all of the Premises, Landlord may elect to terminate this Lease by if (i) there is any Taking occurring during the last two (2) years of the Term; or (ii) in Landlord’s reasonable judgment, it shall not be economically feasible to restore and replace the Building, the Premises, the Common Areas, the Complex or part thereof, to tenantable condition capable of being operated as a mixed use complex in an economical manner. If Landlord elects to terminate this Lease pursuant to this Section, Landlord shall, within one hundred twenty (120) days of the Taking, give notice to Tenant given within thirty (30) days after the effective time of such TakingTenant, and this Lease the Term shall terminate effective expire as of the date set forth last day of the calendar month in Landlord's notice which shall in no event be earlier than thirty (30) days from the date of such noticeNotice is given. (c) If (i) the part of the Premises subject to there is a Taking contains of more than ten percent thirty-three (1033%) of the total area Square Feet of the Building or a material portion of the parking area located on the LandPremises, (andTenant, with respect subject to the parking areasLandlord’s lenders’ requirements, Landlord is unable may elect to provide Tenant with replacement parking reasonably acceptable to Tenant), immediately prior to such acquisition or condemnation, or (ii) terminate this Lease if, by reason of such acquisition or condemnation, Tenant no longer has reasonable means of access to ten percent (10%) or more the Taking there is a prohibition of the area use of the Building, then Premises for Tenant’s actual permitted use thereof. If Tenant may elects to terminate this Lease by notice pursuant to this Section, Tenant shall, within one hundred twenty (120) days of the Taking, give Notice to Landlord, and this Lease the Term shall expire and come to an end and expire as of the last day of the calendar month in which such Notice is given. (d) If there is a Taking, then commencing on the effective time Vesting Date, Base Rent shall be the product of (i) Base Rent immediately preceding the Taking, and (ii) a fraction, the numerator of which shall be the number of Square Feet within the Premises remaining after the Taking, and the denominator of which shall be the number of Square Feet within the Premises immediately preceding the Taking. (de) Upon any termination of this Lease pursuant to the provisions of this Section 5.2, Annual Fixed Rent and Additional Rent Tenant shall not be apportioned as of, and shall be paid or refunded up entitled to and including, the date hereby waives any and all claims against Landlord for any compensation or damage for loss of such termination. (e) Upon any acquisition or condemnation of all or any part use of the Premises, Landlord shall receive the entire award Common Areas or any portion thereof, for any such acquisition interruption of services required to be provided by Landlord hereunder, and/or for any inconvenience or condemnationannoyance resulting from any damage, destruction, repair or restoration. (f) All compensation awarded or paid in respect of a Taking shall belong to and be the property of Landlord without any participation by Tenant. Nothing herein shall be construed to preclude Tenant shall have no from prosecuting any claim directly against Landlord or the condemning authority in such condemnation proceeding for moving expenses; any fixtures or equipment owned by Tenant; and the unamortized cost of Tenant’s improvements, provided that no such claim shall (x) diminish or otherwise adversely affect Landlord’s award or the award of any Fee Mortgagee, or (y) include any value for the value leasehold estate created hereby or the unexpired term of any unexpired portion of the Term. Nothing contained in this Article V shall be deemed to prevent Tenant from making a separate claim in any condemnation proceedings for Tenant's Property, alterations installed by Tenant or improvements, the then value of any Tenant's fixtures or personal property and for any moving expensesLease.

Taking. (a) If during a Taking of all or substantially all of the Term Premises occurs, then this Lease shall terminate as of the entire Premises shall be taken or condemned by any public authority or for any public use or destroyed by Vesting Date. If there is a Taking of less than substantially all of the action of any public authority (including by sale under threat of such a taking) (a "Taking")Premises, then this Lease shall terminate on the date on which title vests in such public authority, and Vesting Date with respect to the Annual Fixed Rent and Additional Rent shall be abated on and as of such date, and the parties' obligations hereunder shall cease. If only a part of the Premises shall be subject to a Taking, then, except as hereinafter provided in this Article, this Lease and the Term shall continue in full force and effect, provided that from and after the date of the vesting of title, the Annual Fixed Rent shall be modified to reflect the reduction of the Premises and/or the Building as a result of such Takingportion so taken. (b) If there is a Taking of more than fifty percent (50%) part of the BuildingComplex but none of or less than substantially all of the Premises, Landlord may elect to terminate this Lease by if (i) there is any Taking occurring during the last two (2) years of the Term; or (ii) in Landlord’s reasonable judgment, it shall not be economically feasible to restore and replace the Building, the Premises, the Common Areas, the Complex or part thereof, to tenantable condition capable of being operated as a mixed use complex in an economical manner. If Landlord elects to terminate this Lease pursuant to this Section, Landlord shall, within one hundred twenty (120) days of the Taking, give notice to Tenant given within thirty (30) days after the effective time of such TakingTenant, and this Lease the Term shall terminate effective expire and come to an end as of the date set forth last day of the calendar month in Landlord's which such notice which shall in no event be earlier than thirty (30) days from the date of such noticeis given. (c) If (i) the part there is a Taking of less than substantially all of the Premises Premises, Tenant, subject to a Taking contains more than ten percent (10%) of the total area of the Building or a material portion of the parking area located on the LandLandlord’s lenders’ requirements, (and, with respect may elect to the parking areas, Landlord is unable to provide Tenant with replacement parking reasonably acceptable to Tenant), immediately prior to such acquisition or condemnation, or (ii) terminate this Lease if, by reason of such acquisition or condemnation, Tenant no longer has reasonable means of access to ten the Taking (i) more than thirty-three percent (1033%) or more of the area Square Feet within the Premises shall be taken; (ii) there is a prohibition of the Building, then use of the Premises for Tenant’s actual permitted use thereof; or (iii) there is any Taking of the Premises occurring during the last two (2) years of the Term. If Tenant may elects to terminate this Lease by pursuant to this Section, Tenant shall, within one hundred twenty (120) days of the Taking, give notice to Landlord, and this Lease the Term shall expire and come to an end and expire as of the last day of the calendar month in which such notice is given. (d) If there is a Taking, then commencing on the effective time Vesting Date, Base Rent shall be the product of (i) Base Rent immediately preceding the Taking, and (ii) a fraction, the numerator of which shall be the number of Square Feet within the Premises remaining after the Taking, and the denominator of which shall be the number of Square Feet within the Premises immediately preceding the Taking. (de) Upon any termination of this Lease pursuant to the provisions of this Section 5.2, Annual Fixed Rent and Additional Rent Tenant shall not be apportioned as of, and shall be paid or refunded up entitled to and including, the date hereby waives any and all claims against Landlord for any compensation or damage for loss of such termination. (e) Upon any acquisition or condemnation of all or any part use of the Premises, Landlord shall receive the entire award Common Areas or any portion thereof, for any such acquisition interruption of services required to be provided by Landlord hereunder, and/or for any inconvenience or condemnationannoyance resulting from any damage, destruction, repair or restoration. (f) All compensation awarded or paid in respect of a Taking shall belong to and be the property of Landlord without any participation by Tenant. Nothing herein shall be construed to preclude Tenant shall have no from prosecuting any claim directly against Landlord or the condemning authority in such condemnation proceeding for moving expenses; any fixtures or equipment owned by Tenant; and the unamortized cost of Tenant’s betterments and improvements, provided that no such claim shall (x) diminish or otherwise adversely affect Landlord’s award or the award of any Fee Mortgagee, or (y) include any value for the value leasehold estate created hereby or the unexpired term of any unexpired portion of the Term. Nothing contained in this Article V shall be deemed to prevent Tenant from making a separate claim in any condemnation proceedings for Tenant's Property, alterations installed by Tenant or improvements, the then value of any Tenant's fixtures or personal property and for any moving expensesLease.