Common use of Landlord’s Election Clause in Contracts

Landlord’s Election. If Tenant shall desire to assign its interest under this Lease or to sublet the Leased Premises, Tenant must first notify Landlord, in writing, of its intent to so assign or sublet, at least 20 days in advance of the date it intends to so assign its interest in this Lease or sublet the Leased Premises but not sooner than one hundred eighty days in advance of such date, specifying in detail the terms of such proposed assignment or subletting, including the name of the proposed assignee or subleasee, the proposed assignee's or subleasee's intended use of the Leased Premises, a current financial statement of such proposed assignee or subleasee and the form of documents to be used in effectuating such assignment or subletting. Landlord shall have a period of 10 days following receipt of such notice within which to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant's compliance with the conditions set forth in Article 7.4 below or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. It shall not be unreasonable for Landlord to withhold its consent to any proposed assignment or subletting if (i) the proposed assignee's or subtenant's anticipated use of the Premises in- volves the storage, use or disposal of a Hazardous Material other than Hazardous Materials used by Tenant; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if the proposed assignee or subtenant is subject to investigation or enforcement order or proceeding by any governmental authority in connection with the unlawful use, disposal or storage of a Hazardous Material. During said 10 day period, Tenant covenants and agrees to supply to Landlord, upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or subleasee.

Landlord’s Election. If Tenant shall desire to assign its interest under this Lease or to sublet the Leased Premises, Tenant must first notify Landlord, in writing, of its intent to so assign or sublet, at least 20 ninety days in advance of the date it intends to so assign its interest in this Lease or sublet the Leased Premises but not sooner than one hundred eighty days in advance of such date, specifying in detail the terms of such proposed assignment or subletting, including the name of the proposed assignee or subleaseesublessee, the proposed assignee's ’s or subleasee's sublessee’s intended use of the Leased Premises, a current financial statement of such proposed assignee or subleasee sublessee and the form of documents to be used in effectuating such assignment or subletting. Landlord shall have a period of 10 fifteen days following receipt of such notice within which to do one of the following: (a) cancel and terminate this Lease effective as of the intended subletting or assignment date set forth in Tenant’s notice, or (b) if Landlord shall not have elected to cancel and terminate this Lease, to either (i) consent to such requested assignment or subletting subject to Tenant's ’s compliance with the conditions set forth in Article Paragraph 7.4 below or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. It shall not be unreasonable for Landlord to withhold its consent to any proposed assignment or subletting if (i) the proposed assignee's or subtenant's anticipated use of the Premises in- volves the storage, use or disposal of a Hazardous Material other than Hazardous Materials used by Tenant; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if the proposed assignee or subtenant is subject to investigation or enforcement order or proceeding by any governmental authority in connection with the unlawful use, disposal or storage of a Hazardous Material. During said 10 fifth day period, Tenant covenants and agrees to supply to Landlord, upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or subleaseesublessee.

Landlord’s Election. If Tenant shall desire to assign its interest under this the Lease (except if pursuant to Paragraph 7.2(b) hereof) or to sublet the Leased Premises, Tenant must first notify Landlord, in writing, of its intent to so assign or sublet, at least 20 thirty (30) days in advance of taking any action with respect thereto. Once Tenant (or Landlord or both pursuant to the joint marketing election described below) has identified a potential assignee or sublessee, Tenant shall notify Landlord, in writing, of its intent to so assign or sublet, at least thirty (30) days in advance of the date it intends to so assign its interest in this Lease or sublet the Leased Premises but not sooner than one hundred eighty days in advance of such date, specifying in detail the terms of such proposed assignment or subletting, including the name of the proposed assignee or subleaseesublessee, the proposed assignee's or subleaseesublessee's intended use of the Leased Premises, a current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or subleasee and sublessee, the form of documents to be used in effectuating such assignment or sublettingsubletting and such other information as Landlord may reasonably request. Landlord shall have a period of 10 ten (10) business days following receipt of such notice and the required information within which to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant's compliance with the conditions set forth in Article Paragraph 7.4 below below, or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. It shall not be unreasonable for Landlord to withhold its consent to any proposed assignment or subletting if During such ten (i10) the proposed assignee's or subtenant's anticipated use of the Premises in- volves the storage, use or disposal of a Hazardous Material other than Hazardous Materials used by Tenant; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if the proposed assignee or subtenant is subject to investigation or enforcement order or proceeding by any governmental authority in connection with the unlawful use, disposal or storage of a Hazardous Material. During said 10 business day period, Tenant covenants and agrees to supply to Landlord, upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or subleaseesublessee. In the event Tenant desires to sublease all or a portion of the Leased Premises, Landlord shall have the right to elect to jointly market with Tenant the applicable portion (including all) of the Leased Premises for subleasing and/or direct leasing, such joint marketing election to be made, if at all, in writing and delivered to Tenant during the thirty (30) day period described in the first sentence of this Paragraph 7.3.

Landlord’s Election. If Except as provided for in Paragraph 7.2 above, if Tenant shall desire to assign its interest under this the Lease or to sublet the Leased Premises, Tenant must first notify Landlord, in writing, of its intent such sublease or assignment and provide an executed copy thereof to so assign or sublet, Landlord at least 20 days in advance of the commencement date it intends to so assign its interest in this Lease of such sublease or sublet the Leased Premises assignment but not sooner than one hundred eighty (180) days in advance of such date, specifying in detail the terms of such proposed assignment or subletting, including the name of the proposed assignee or subleaseesublessee, the proposed assignee's ’s or subleasee's sublessee’s intended use of the Leased Premises, a current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with GAAP; provided, however, that, if applicable with respect to a proposed sublessee, during any period that the proposed sublessee actually does not prepare its financial statements in accordance with GAAP, then financial statements prepared and reviewed by a reputable, third-party, independent certified public accountant shall suffice) of such proposed assignee or subleasee sublessee, and the form of documents to such other information as Landlord may reasonably request. Such executed sublease or assignment shall be used in effectuating such assignment or sublettingconditioned upon any required Landlord consent. Landlord shall have a period of 10 ten (10) business days following receipt of such notice and the required information within which to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant's ’s compliance with the conditions set forth in Article Paragraph 7.4 below below, or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. It shall not be unreasonable for Landlord to withhold its consent to any proposed assignment or subletting if During such ten (i10) the proposed assignee's or subtenant's anticipated use of the Premises in- volves the storage, use or disposal of a Hazardous Material other than Hazardous Materials used by Tenant; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if the proposed assignee or subtenant is subject to investigation or enforcement order or proceeding by any governmental authority in connection with the unlawful use, disposal or storage of a Hazardous Material. During said 10 business day period, Tenant covenants and agrees to supply to Landlord, upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or subleasee.sublessee. If Landlord fails to respond by the end of such ten (10) business day period to Tenant’s request for consent to any proposed Transfer, Tenant may send a second (2nd) request to Landlord, which request must contain the following inscription, in 14 point font and bold faced lettering: “SECOND NOTICE DELIVERED PURSUANT TO PARAGRAPH 7.3 OF LEASE—FAILURE TO TIMELY RESPOND WITHIN FIVE (5)

Landlord’s Election. If Tenant shall desire to assign its interest under this the Lease (except if pursuant to Paragraph 7.2(b) hereof) or to sublet the Leased Premises, Tenant must first notify Landlord, in writing, of its intent to so assign or sublet, at least 20 thirty (30) days in advance of taking any action with respect thereto. Once Tenant (or Landlord or both pursuant to the joint marketing election described below) has identified a potential assignee or sublessee, Tenant shall notify Landlord, in writing, of its intent to so assign or sublet, at least thirty (30) days in advance of the date it intends to so assign its interest in this Lease or sublet the Leased Premises but not sooner than one hundred eighty days in advance of such date, specifying in detail the terms of such proposed assignment or subletting, including the name of the proposed assignee or subleaseesublessee, the proposed assignee's or subleaseesublessee's intended use of the Leased Premises, a current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or subleasee and sublessee, the form of documents to be used in effectuating such assignment or sublettingsubletting and such other information as Landlord may reasonably request. Landlord shall have a period of 10 ten (10) business days following receipt of such notice and the required information within which to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant's compliance with the conditions set forth in Article Paragraph 7.4 below below, or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. It shall not be unreasonable for Landlord to withhold its consent to any proposed assignment or subletting if (i) the proposed assignee's or subtenant's anticipated use of the Premises in- volves the storage, use or disposal of a Hazardous Material other than Hazardous Materials used by Tenant; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if the proposed assignee or subtenant is subject to investigation or enforcement order or proceeding by any governmental authority in connection with the unlawful use, disposal or storage of a Hazardous Material. During said 10 day period, Tenant covenants and agrees to supply to Landlord, upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or subleaseesublessee. In the event Tenant desires to sublease all or a portion of the Leased Premises, Landlord shall have the right to elect to jointly market with Tenant the applicable portion (including all) of the Leased Premises for subleasing and/or direct leasing, such joint marketing election to be made, if at all, in writing and delivered to Tenant during the thirty (30) day period described in the first sentence of this Paragraph 7.3.

Landlord’s Election. If Tenant or Tenant's successors shall desire to assign its interest under this Lease or to sublet the Leased Premises, Tenant and Tenant's successors must first notify Landlord, in writing, of its intent to so assign or sublet, at least 20 fifteen (15) days in advance of the date it intends to so assign its interest in this Lease or sublet the Leased Premises but not sooner than one hundred eighty sixty (60) days in advance of such date, specifying in detail the terms of such proposed assignment or subletting, including the name of the proposed assignee or subleaseesublessee, the proposed assignee's or subleaseesublessee's intended use of the Leased Premises, a current financial statement of such proposed assignee or subleasee sub lessee and the form of documents to be used in effectuating such assignment or subletting. Landlord shall have a period of 10 often (10) days following receipt of such notice and receipt of all information requested by Landlord regarding the proposed assignee or sub lessee within which to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant's and Tenant's successors' compliance with the conditions set forth in Article Section 7.4 below or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. It shall not be unreasonable for Landlord to withhold its consent to any proposed assignment or subletting if (i) the proposed assigneeTenant and Tenant's or subtenant's anticipated use of the Premises in- volves the storage, use or disposal of a Hazardous Material other than Hazardous Materials used by Tenant; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if the proposed assignee or subtenant is subject to investigation or enforcement order or proceeding by any governmental authority in connection with the unlawful use, disposal or storage of a Hazardous Material. During said 10 day period, Tenant covenants successors covenant and agrees agree to supply to Landlord, upon request, with all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or subleaseesublessee. Landlord's review period shall not commence until Landlord has received all information requested by Landlord. The provisions of this Section 7.3 shall not apply to transactions with Permitted Transferees.

Landlord’s Election. If Tenant shall desire to assign its interest under this the Lease or to sublet the Leased Premises, Tenant must first notify Landlord, in writing, of its intent to so assign or sublet, at least 20 thirty (30) days in advance of taking any action with respect thereto. Once Tenant (or Landlord or both pursuant to the joint marketing election described below) has identified a potential assignee or sublessee, Tenant shall notify Landlord, in writing, of its intent to so assign or sublet, at least thirty (30) days in advance of the date it intends to so assign its interest in this Lease or sublet the Leased Premises but not sooner than one hundred eighty days in advance of such date, specifying in detail the terms of such proposed assignment or subletting, including the name of the proposed assignee or subleaseesublessee, the proposed assignee's ’s or subleasee's sublessee’s intended use of the Leased Premises, a current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or subleasee and sublessee, the form of documents to be used in effectuating such assignment or sublettingsubletting and such other information as Landlord may reasonably request. Landlord shall have a period of 10 ten (10) business days following receipt of such notice and the required information within which to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant's ’s compliance with the conditions set forth in Article Paragraph 7.4 below below, or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. It shall not be unreasonable for Landlord to withhold its consent to any proposed assignment or subletting if During such ten (i10) the proposed assignee's or subtenant's anticipated use of the Premises in- volves the storage, use or disposal of a Hazardous Material other than Hazardous Materials used by Tenant; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if the proposed assignee or subtenant is subject to investigation or enforcement order or proceeding by any governmental authority in connection with the unlawful use, disposal or storage of a Hazardous Material. During said 10 business day period, Tenant covenants and agrees to supply to Landlord, upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or subleaseesublessee. In addition, in the event Tenant desires to sublease all or a portion of the Leased Premises, Landlord shall have the right to elect to jointly market with Tenant the applicable portion (including all) of the Leased Premises for subleasing and/or direct leasing, such joint, marketing election to be made, if at all, in writing and delivered to Tenant during the thirty (30) day period described in the first sentence of this Paragraph 7.3.

Landlord’s Election. If Tenant shall desire to assign its interest under this Lease or to sublet the Leased Premises, Tenant must first notify Landlord, in writing, of its intent to so assign or sublet, at least 20 days in advance of the date it intends to so assign its interest in this Lease or sublet the Leased Premises but not sooner than one hundred eighty days in advance of such date, specifying in detail the terms of such proposed assignment or subletting, including the name of the proposed assignee or subleasee, the proposed assignee's or subleasee's intended use of the Leased Premises, a current financial statement of such proposed assignee or subleasee and the form of documents to be used in effectuating such assignment or subletting. Landlord shall have a period of 10 days following receipt of such notice within which to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant's compliance with the conditions set forth in Article 7.4 below or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. It shall not be unreasonable for Landlord to withhold its consent to any proposed assignment or subletting if (i) the proposed assignee's or subtenant's anticipated use of the Premises in- volves involves the storage, use or disposal of a Hazardous Material other than Hazardous Materials used by TenantMaterial; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if the proposed assignee or subtenant is subject to investigation or enforcement order or proceeding by any governmental authority in connection with the unlawful use, disposal or storage of a Hazardous Material. During said 10 fifteen day period, Tenant covenants and agrees to supply to Landlord, upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or subleasee.

Landlord’s Election. If Tenant shall desire to assign its interest under this Lease or to sublet the Leased Premises, Tenant must first notify Landlord, in writing, of its intent to so assign or sublet, at least 20 ninety days in advance of the date it intends to so assign its interest in this Lease or sublet the Leased Premises but not sooner than one hundred eighty days in advance of such date, specifying in detail the terms of such proposed assignment or subletting, including the name of the proposed assignee or subleaseesublessee, the proposed assignee's or subleaseeSublessee's intended use of the Leased Premises, a current financial statement of such proposed assignee or subleasee sublessee and the form of documents to be used in effectuating such assignment or subletting. Landlord shall have a period of 10 fifteen days following receipt of such notice within which to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant's compliance with the conditions set forth in Article 7.4 below or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. It shall not be unreasonable for Landlord to withhold its consent to any proposed assignment or subletting if (i) the proposed assignee's or subtenant's anticipated use of the Premises in- volves involves the storage, use or disposal of a Hazardous Material other than Hazardous Materials used by TenantMaterial; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if the proposed assignee or subtenant is subject to investigation or enforcement order or proceeding by any governmental authority in connection with the unlawful use, disposal or storage of a Hazardous Material. During said 10 fifteen day period, Tenant covenants and agrees to supply to Landlord, upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or subleaseesublessee.

Landlord’s Election. In the event that Tenant seeks to make any Transfer, which is an assignment of this Lease or a subletting or other transfer of more than fifty percent (50%) of the Premises (or any portion of the Premises for a term equal to or greater than fifty percent (50%) of the remaining Term of the Lease), Landlord shall have the right to terminate this Lease or, in the case of a sublease of less than all of the Premises, terminate this Lease as to that part of the Premises proposed to be so sublet so that Landlord is thereafter free to lease the Premises (or, in the case of a partial sublease, the portion proposed to be so sublet) to whomever it pleases on whatever terms are acceptable to Landlord. Landlord shall make its election to terminate by providing written notice (“Landlord’s Notice”) to Tenant of its election within ten (10) business days after receipt of Tenant’s request for consent and the required accompanying documentation. If Landlord elects to terminate this Lease (or, in the case of a partial sublease, terminate this Lease as to the portion to be so sublet), the Lease shall so terminate in its entirety (or as to the space to be so sublet) sixty (60) days after the date of Landlord’s Notice. Upon such termination, Tenant shall desire to assign its interest be released from any further obligation under this Lease if it is terminated in its entirety, or shall be released from any further obligation under the Lease with respect to the space proposed to be sublet in the Leased Premises, Tenant must first notify Landlord, in writing, case of its intent to so assign or sublet, at least 20 days in advance a proposed partial sublease. In the case of a partial termination of the date it intends Lease, the Rent shall be reduced to so assign its interest an amount which bears the same relationship to the original amount thereof as the area of that part of the Premises which remains subject to the Lease bears to the original area of the Premises. Landlord and Tenant shall execute a cancellation and release with respect to the Lease to effect such termination. Notwithstanding anything to the contrary contained in this Lease or sublet Lease, if Landlord exercises the Leased Premises but not sooner than one hundred eighty days in advance of such date, specifying in detail the terms of such proposed assignment or subletting, including the name of the proposed assignee or subleasee, the proposed assignee's or subleasee's intended use of the Leased Premises, a current financial statement of such proposed assignee or subleasee and the form of documents to be used in effectuating such assignment or subletting. Landlord shall have a period of 10 days following receipt of such notice within which to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant's compliance with the conditions termination rights set forth in Article 7.4 below or (ii) refuse this Section, Tenant shall have the right to so rescind its notice and request for consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. It shall not be unreasonable for Landlord to withhold its consent to any proposed assignment or subletting if (i) the proposed assignee's or subtenant's anticipated use Transfer by written notice to Landlord given (5) days after receipt of the Premises in- volves the storageLandlord’s Notice, use or disposal of a Hazardous Material other than Hazardous Materials used by Tenant; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if the proposed assignee or subtenant is subject to investigation or enforcement order or proceeding by any governmental authority in connection with the unlawful use, disposal or storage of a Hazardous Material. During said 10 day period, Tenant covenants which case this Lease shall remain in full force and agrees to supply to Landlord, upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or subleaseeeffect.

Landlord’s Election. If Tenant or Tenant’s successors shall desire to assign its interest under this Lease or to sublet the Leased Premises, Tenant and Tenant’s successors must first notify Landlord, in writing, of its intent to so assign or sublet, at least 20 thirty days in advance of the date it intends to so assign its interest in this Lease or sublet the Leased Premises but not sooner than one hundred eighty sixty days in advance of such date, specifying in detail the terms of such proposed assignment or subletting, including the name of the proposed assignee or subleaseesublessee, the proposed assignee's ’s or subleasee's Sublessee’s intended use of the Leased Premises, a current financial statement of such proposed assignee or subleasee sublessee and the form of documents to be used in effectuating such assignment or subletting. Landlord shall have a period of 10 fifteen days following receipt of such notice and receipt of all information requested by Landlord regarding the proposed assignee or sublessee within which to do one of the following: (a) terminate this Lease or, in the case of a sublease of less than all of the Leased Premises, terminate this Lease as to that part of the Leased Premises proposed to be so sublet, either (i) on the condition that the proposed Transferee immediately enter into a direct lease of the Leased Premises with Landlord (or, in the case of a partial sublease, a lease for the portion proposed to be so sublet) on the same terms and conditions contained in Tenant’s (or Tenant’s successors’) notice, or (ii) so that Landlord is thereafter free to lease the Leased Premises (or, in the case of a partial sublease, the portion proposed to be so sublet) to whomever it pleases on whatever terms are acceptable to Landlord. In the event Landlord elects to so terminate this Lease, then (i) if such termination is conditioned upon the execution of a lease between Landlord and the proposed Transferee, Tenant’s and Tenant’s successors’ obligations under this Lease shall not be terminated until such Transferee executes a new lease with Landlord, enters into possession, and commences Landlord Initials W Tenant Initials NH the payment of rent, and (ii) if Landlord elects simply to terminate this Lease (or, in the case of a partial sublease, terminate this Lease as to the portion to be so sublet), the Lease shall so terminate in its entirety (or as to the space to be so sublet) fifteen (15) days after Landlord has notified Tenant and Tenant’s successors in writing of such election. In the case of a partial termination of the Lease, the Base Monthly Rent and Tenant’s or Tenant’s successors’ proportionate share shall be reduced to an amount which bears the same relationship to the original amount thereof as the area of that part of the Leased Premises which remains subject to the Lease bears to the original area of the Leased Premises. Landlord and Tenant or Tenant’s successors shall execute a cancellation agreement with respect to the Lease to effect such termination or partial termination, or (b) if Landlord shall not have elected to cancel and terminate this Lease, to either (i) consent to such requested assignment or subletting subject to Tenant's ’s and Tenant’s successors’ compliance with the conditions set forth in Article 7.4 below or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. It shall not be unreasonable for Landlord to withhold its consent to any proposed assignment or subletting if (i) the proposed assignee's ’s or subtenant's ’s anticipated use of the Premises in- volves is more intensive than Tenant’s and/or involves the storage, use or disposal of a Hazardous Material other than Hazardous Materials used by TenantMaterial; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if the proposed assignee or subtenant is subject to investigation or enforcement order or proceeding by any governmental authority in connection with the unlawful use, disposal or storage of a Hazardous MaterialMaterial (iv) the proposed assignee or subtenant is a subsidiary of another entity and the parent entity does not guarantee the obligations under this Lease, or (iv) all of the assets of Tenant shall not be held by the proposed assignee or subtenant following the transfer. During said 10 day period, Tenant covenants and agrees Tenant’s successors covenant and agree to supply to Landlord, upon request, with all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or subleaseesublessee. Landlord’s review period shall not commence until Landlord has received all information requested by Landlord.

Landlord’s Election. If Tenant shall desire to assign its interest under this Lease or to sublet all or any portion of the Leased Premises, Tenant must first notify Landlord, in writing, of its intent to so assign or sublet, at least 20 ninety (90) days in advance of the date it intends to so assign its interest in this Lease or sublet the Leased Premises but not sooner than one hundred eighty (180) days in advance of such date, specifying in detail the terms of such proposed assignment or subletting, including the name of the proposed assignee or subleaseesublessee, the proposed assignee's or subleaseesublessee's intended use of the Leased Premises, a current financial statement Financial Statement of such proposed assignee or subleasee and sublessee, the proposed form of documents to be used in effectuating such assignment or subletting, and a nonrefundable processing fee of $750 made payable to Landlord. Landlord shall have a period of 10 thirty (30) days following receipt of such notice within which to do one of the following: (a) cancel and terminate this Lease effective as of the intended subletting or assignment date set forth in Tenant's notice, or (b) if Landlord shall not have elected to cancel and terminate this Lease, to either (i) consent to such requested assignment or subletting subject to Tenant's compliance with the conditions set forth in Article Paragraph 7.4 below below, or (ii) refuse refuse, in Landlord’s sole and absolute discretion, to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. It shall not be unreasonable for Within ten (10) days of Tenant’s notification to Landlord to withhold its consent to any proposed assignment or subletting if (i) the proposed assignee's or subtenant's anticipated use as stated in first sentence of the Premises in- volves the storage, use or disposal of a Hazardous Material other than Hazardous Materials used by Tenant; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if the proposed assignee or subtenant is subject to investigation or enforcement order or proceeding by any governmental authority in connection with the unlawful use, disposal or storage of a Hazardous Material. During said 10 day periodthis Paragraph 7.3, Tenant covenants and agrees to supply to Landlord, upon request(i) two years income tax returns; (ii) balance sheets and profit and loss statements prepared by CPAs; (iii) banking references of the proposed transferee; (iv) resume of all principals, all necessary or and any other relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or subleaseesublessee.

Landlord’s Election. If Tenant shall desire to assign its interest under this the Lease or to sublet the Leased Premises, Tenant must first notify Landlord, in writing, of its intent to so assign or sublet, at least 20 thirty (30) days in advance of taking any action with respect thereto. Once Tenant (or Landlord or both pursuant to the joint marketing election described below) has identified a potential assignee or sublessee, Tenant shall notify Landlord, in writing, of its intent to so assign or sublet, at least thirty (30) days in advance of the date it intends to so assign its interest in this Lease or sublet the Leased Premises but not sooner than one hundred eighty days in advance of such date, specifying in detail the terms of such proposed assignment or subletting, including the name of the proposed assignee or subleaseesublessee, the proposed assignee's ’s or subleasee's sublessee’s intended use of the Leased Premises, a current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or subleasee and sublessee, the form of documents to be used in effectuating such assignment or sublettingsubletting and such other information as Landlord may reasonably request. Landlord shall have a period of 10 ten (10) business days following receipt of such notice and the required information within which to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant's ’s compliance with the conditions set forth in Article Paragraph 7.4 below below, or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. It shall not be unreasonable for Landlord , or (iii) terminate this Lease as to withhold its consent to any the portion of the Leased Premises as is the subject of the proposed assignment or subletting if (isuch termination to be effective either (A) on the proposed assignee's or subtenant's anticipated use date specified in Tenant’s notice as the intended effective date of the Premises in- volves the storageassignment or subletting, use or disposal of a Hazardous Material other than Hazardous Materials used by Tenant; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iiiB) if the proposed assignee or subtenant is subject to investigation or enforcement order or proceeding by any governmental authority in connection with the unlawful useon such tenth (10th) business day after receipt of Tenant’s notice, disposal or storage of a Hazardous Materialat Landlord’s option). During said 10 such ten (10) business day period, Tenant covenants and agrees to supply to Landlord, upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or subleaseesublessee. In the event of an election by Landlord under clause (iii) above, Landlord shall have the right to enter into a direct lease with the proposed assignee or sublessee without payment of any consideration to Tenant. In addition, in the event Tenant desires to sublease all or a portion of the Leased Premises, Landlord shall have the right to elect to jointly market with Tenant the applicable portion (including all) of the Leased Premises for subleasing and/or direct leasing, such joint marketing election to be made, if at all, in writing and delivered to Tenant during the thirty (30) day period described in the first sentence of this Paragraph 7.3.

Landlord’s Election. If Tenant shall desire to assign its interest under this the Lease or to sublet the Leased Premises, Tenant must first notify Landlord, in writing, of its intent to so assign or sublet, at least 20 thirty (30) days in advance of the date it intends to so assign its interest in this Lease or sublet the Leased Premises but not sooner than one hundred eighty days in advance of such date, specifying in detail the terms of such proposed assignment or subletting, including the name of the proposed assignee or subleaseesublessee, the proposed property assignee's or subleaseesublessee's intended use of the Leased Premises, a current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or subleasee and sublessee, the form of documents to be used in effectuating such assignment or sublettingsubletting and such other information as Landlord may reasonably request. Landlord shall have a period of 10 ten (10) business days following receipt of such notice and the required information within which to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant's compliance with the conditions set forth in Article Paragraph 7.4 below below, or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. It shall not be unreasonable for Landlord to withhold its consent to any proposed assignment or subletting if (i) the proposed assignee's or subtenant's anticipated use of the Premises in- volves the storage, use or disposal of a Hazardous Material other than Hazardous Materials used by Tenant; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if terminate this Lease as to the portion (including all) of the Leased Premises that is the subject of the proposed assignee assignment or subtenant subletting; provided however, if for any proposed sublease, the term of the sublease is subject less than two (2) years in length and the term of the sublease expires more than two (2) years prior to investigation or enforcement order or proceeding by any governmental authority in connection with the unlawful useend of the original Lease Term, disposal or storage of a Hazardous Materialthen Landlord shall not have the right to terminate this Lease as provided herein. During said 10 such ten (10) business day period, Tenant covenants and agrees to supply to Landlord, upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or subleasee.sublessee. 7.4

Landlord’s Election. If Tenant shall desire to assign its interest under this the Lease or to sublet the Leased Premises, Tenant must first notify Landlord, in writing, of its intent to so assign or sublet, at least 20 thirty (30) days in advance of taking any action with respect thereto. Once Tenant (or Landlord or both pursuant to the joint marketing election described below) has identified a potential assignee or sublessee, Tenant shall notify Landlord, in writing, of its intent to so assign or sublet, at least thirty (30) days in advance of the date it intends to so assign its interest in this Lease or sublet the Leased Premises but not sooner than one hundred eighty days in advance of such date, specifying in detail the terms of such proposed assignment or subletting, including the name of the proposed assignee or subleaseesublessee, the proposed assignee's ’s or subleasee's sublessee’s intended use of the Leased Premises, a current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or subleasee and sublessee, the form of documents to be used in effectuating such assignment or sublettingsubletting and such other information as Landlord may reasonably request. Landlord shall have a period of 10 ten (10) business days following receipt of such notice and the required information within which to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant's ’s compliance with the conditions set forth in Article Paragraph 7.4 below below, or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. It shall not be unreasonable for Landlord , or (iii) terminate this Lease as to withhold its consent the entirety of the Leased Premises, or, at Landlord’s sole option, as to any only such portion of the Leased Premises as is the subject of the proposed assignment or subletting if (isuch termination to be effective either (A) on the proposed assignee's or subtenant's anticipated use date specified in Tenant’s notice as the intended effective date of the Premises in- volves the storageassignment or subletting, use or disposal of a Hazardous Material other than Hazardous Materials used by Tenant; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iiiB) if the proposed assignee or subtenant is subject to investigation or enforcement order or proceeding by any governmental authority in connection with the unlawful useon such tenth (10th) business day after receipt of Tenant’s notice, disposal or storage of a Hazardous Materialat Landlord’s option). During said 10 such ten (10) business day period, Tenant covenants and agrees to supply to Landlord, upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or subleaseesublessee. In the event of an election by Landlord under clause (iii) above, Landlord shall have the right to enter into a direct lease with the proposed assignee or sublessee without payment of any consideration to Tenant. In addition, in the event Tenant desires to sublease all or a portion of the Leased Premises, Landlord shall have the right to elect to jointly market with Tenant the applicable portion (including all) of the Leased Premises for subleasing and/or direct leasing, such joint marketing election to be made, if at all, in writing and delivered to Tenant during the thirty (30) day period described in the first sentence of this Paragraph 7.3.

Landlord’s Election. If Tenant shall desire to assign its interest under this Lease or to sublet the Leased Premises, Tenant must first notify Landlord, in writing, of its intent to so assign or sublet, at least 20 thirty (30) days in advance of the date it intends to so assign its interest in this Lease or sublet the Leased Premises but not sooner than one hundred eighty days in advance of such date, specifying in detail the terms of such proposed assignment or subletting, including the name of the proposed assignee or subleaseesubleases, the proposed assignee's or subleasee's 's, intended use of the Leased Premises, a current financial statement of such proposed assignee or subleasee and the form of documents to be used in effectuating such assignment or subletting. Landlord shall have a period of 10 seven (7) days following receipt of such notice within which to do one of the following: (a) terminate this Lease or, in the case of a sublease of less than all of the Leased Premises, terminate this Lease as to that part of the Leased Premises proposed to be so sublet, either (i) on the condition that the proposed Transferee immediately enter into a direct lease of the Leased Premises with Landlord (or, in the case of a partial sublease, a lease for the portion proposed to be so sublet) on the same terms and conditions contained in Tenant's notice, or (ii) so that Landlord is thereafter free to lease the Leased Premises (or, in the case of a partial sublease, the portion proposed to be so sublet) to whomever it pleases on whatever terms are acceptable to Landlord. In the event Landlord elects to so terminate this Lease, then (i) if such termination is conditioned upon the execution of a lease between Landlord and the proposed Transferee, Tenant's obligations under this Lease shall not be terminated until such Transferee executes a new lease with Landlord, enters into possession, and commences the payment of rent, and (ii) if Landlord elects simply to terminate this Lease (or, in the case of a partial sublease, terminate this Lease as to the portion to be so sublet), the Lease shall so terminate in its entirety (or as to the space to be so sublet) fifteen (15) days after Landlord has notified Tenant in writing of such election. In the case of a partial termination of the Lease, the Base Monthly Rent and Tenant's proportionate share shall be reduced to an amount which bears the same relationship to the original amount thereof as the area of that part of the Leased Premises which remains subject to the Lease bears to the original are of the Leased Premises. Landlord and Tenant shall execute a cancellation agreement with respect to the Lease to effect such termination or partial termination, or (b) if Landlord shall not have elected to cancel and terminate this Lease, to either (i) consent to such requested assignment or subletting subject to Tenant's compliance with the conditions set forth in Article 7.4 below or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. It shall not be unreasonable for Landlord to withhold its consent to any proposed assignment or subletting if (i) the proposed assignee's or subtenant's anticipated use of the Premises in- volves involves the storage, use or disposal of a Hazardous Material other than Hazardous Materials used by TenantMaterial; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if the proposed assignee or subtenant is subject to investigation or enforcement en- forcement order or proceeding by any governmental authority in connection with the unlawful use, disposal or storage of a Hazardous Material. During said 10 day seven (7) period, Tenant covenants and agrees to supply to Landlord, upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or subleasee.

Landlord’s Election. If Tenant shall desire to assign its interest under this the Lease or to sublet the Leased Premises, Tenant must first notify Landlord, in writing, of its intent to so assign or sublet, at least 20 thirty (30) days in advance of the date it intends to so assign its interest in this Lease or sublet all or any portion of the Leased Premises but not sooner than one hundred eighty (80) days in advance of such date, specifying in detail the terms of such proposed assignment or subletting, including the name of the proposed assignee or subleaseesublessee, the proposed property assignee's or subleaseesublessee's intended use of the Leased Premises, a current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or subleasee and sublessee, the form of documents to be used in effectuating such assignment or sublettingsubletting and such other information as Landlord may reasonably request. Landlord shall have a period of 10 thirty (30) days following receipt of such notice and the required information within which to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant's compliance with the conditions set forth in Article Paragraph 7.4 below below, or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably conditioned, delayed or refused. It shall not be unreasonable for Landlord to withhold its consent to any proposed assignment or subletting if (i) the proposed assignee's or subtenant's anticipated use of the Premises in- volves the storage, use or disposal of a Hazardous Material other than Hazardous Materials used by Tenant; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if terminate this Lease, at Landlord's sole option, as to only such portion of the Leased Premises as is the subject of the proposed assignee assignment or subtenant is subject to investigation subletting as of the proposed effective date of such assignment or enforcement order or proceeding by any governmental authority in connection with the unlawful use, disposal or storage of a Hazardous Materialsublease. During said 10 such thirty (30) day period, Tenant covenants and agrees to supply to Landlord, upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or subleaseesublessee.

Landlord’s Election. If Except as provided for in Paragraph 7.2 above, if Tenant shall desire to assign its interest under this the Lease or to sublet the Leased Premises, Tenant must first notify Landlord, in writing, of its intent such sublease or assignment and provide an executed copy thereof to so assign or sublet, Landlord at least 20 days in advance of the commencement date it intends to so assign its interest in this Lease of such sublease or sublet the Leased Premises assignment but not sooner than one hundred eighty (180) days in advance of such date, specifying in detail the terms of such proposed assignment or subletting, including the name of the proposed assignee or subleaseesublessee, the proposed assignee's ’s or subleasee's sublessee’s intended use of the Leased Premises, a current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with GAAP; provided, however, that, if applicable with respect to a proposed sublessee, during any period that the proposed sublessee actually does not prepare its financial statements in accordance with GAAP, then financial statements prepared and reviewed by a reputable, third-party, independent certified public accountant shall suffice) of such proposed assignee or subleasee sublessee, and the form of documents to such other information as Landlord may reasonably request. Such executed sublease or assignment shall be used in effectuating such assignment or sublettingconditioned upon any required Landlord consent. Landlord shall have a period of 10 ten (10) business days following receipt of such notice and the required information within which to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant's ’s compliance with the conditions set forth in Article Paragraph 7.4 below below, or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. It shall not be unreasonable for Landlord to withhold its consent to any proposed assignment or subletting if During such ten (i10) the proposed assignee's or subtenant's anticipated use of the Premises in- volves the storage, use or disposal of a Hazardous Material other than Hazardous Materials used by Tenant; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if the proposed assignee or subtenant is subject to investigation or enforcement order or proceeding by any governmental authority in connection with the unlawful use, disposal or storage of a Hazardous Material. During said 10 business day period, Tenant covenants and agrees to supply to Landlord, upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or subleaseesublessee. If Landlord fails to respond by the end of such ten (10) business day period to Tenant’s request for consent to Building E any proposed Transfer, Tenant may send a second (2nd) request to Landlord, which request must contain the following inscription, in 14 point font and bold faced lettering: “SECOND NOTICE DELIVERED PURSUANT TO PARAGRAPH 7.3 OF LEASE—FAILURE TO TIMELY RESPOND WITHIN FIVE (5) BUSINESS DAYS SHALL RESULT IN DEEMED APPROVAL OF ASSIGNMENT OR SUBLEASE.” If Tenant sends such a second request, and Landlord fails to respond within five (5) business days after its receipt of same, the proposed assignment or subletting shall be deemed approved.

Landlord’s Election. If Tenant shall desire to assign its interest under this the Lease or to sublet the Leased Premises, Tenant must first notify Landlord, in writing, of its intent to so assign or sublet, at least 20 thirty (30) days in advance of taking any action with respect thereto. Once Tenant (or Landlord or both pursuant to the joint marketing election described below) has identified a potential assignee or sublessee, Tenant shall notify Landlord, in writing, of its intent to so assign or sublet, at least thirty (30) days in advance of the date it intends to so assign its interest in this Lease or sublet the Leased Premises but not sooner than one hundred eighty (180) days in advance of such date, specifying in detail the terms of such proposed assignment or subletting, including the name of the proposed assignee or subleaseesublessee, the proposed assignee's ’s or subleasee's sublessee’s intended use of the Leased Premises, a current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or subleasee and sublessee, the form of documents to be used in effectuating such assignment or sublettingsubletting and such other information as Landlord may reasonably request. Except in the event of a sublease or assignment to an Assignee Affiliate, Landlord shall have a period of 10 ten (10) business days following receipt of such notice and the required information within which to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant's ’s compliance with the conditions set forth in Article Paragraph 7.4 below below, or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. It shall not be unreasonable for Landlord to withhold its consent to any proposed assignment or subletting if (i) the proposed assignee's or subtenant's anticipated use of the Premises in- volves the storage, use or disposal of a Hazardous Material other than Hazardous Materials used by Tenant; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if the sublease is for more than 50% of the rentable square footage leased by Tenant (or if a sublease, when aggregated with any previously approved sublease(s), results in more than 50% of the rentable square footage leased by Tenant being subleased), and if the proposed assignee sublease is for the remainder of the then current Lease Term, or subtenant in the case of an assignment of the entire Leased Premises, terminate this Lease as to the entirety of the Leased Premises, or, at Landlord’s sole option, as to only such portion of the Leased Premises as is the subject of the proposed assignment or subletting (such termination to investigation be effective either (A) on the date specified in Tenant’s notice as the intended effective date of the assignment or enforcement order subletting, or proceeding by any governmental authority in connection with the unlawful use(B) on such tenth (10th) business day after receipt of Tenant’s notice, disposal or storage of a Hazardous Materialat Landlord’s option). During said 10 such ten (10) business day period, Tenant covenants and agrees to supply to Landlord, upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or subleaseesublessee. In the event of an election by Landlord under clause (iii) above, Landlord shall have the right to enter into a direct lease with the proposed assignee or sublessee without payment of any consideration to Tenant. In addition, in the event Tenant desires to sublease all or a portion of the Leased Premises, Landlord shall have the right to elect to jointly market with Tenant the applicable portion (including all) of the Leased Premises for subleasing and/or direct leasing, such joint marketing election to be made, if at all, in writing and delivered to Tenant during the thirty (30) day period described in the first sentence of this Paragraph 7.3. Tenant’s written request for consent may also contain a request in ALL CAPITALS BOLD FACE TYPE for Landlord to respond within ten (10) business days. If Tenant includes such a request, and Landlord fails to respond within such ten (10) business day period, then provided that Tenant has otherwise supplied to Landlord all necessary or relevant information reasonably requested by Landlord respecting the proposed assignment or subletting, the proposed assignment or subletting shall be deemed approved.

Landlord’s Election. If Tenant shall desire to assign its interest under this the Lease or to sublet all or any portion of the Leased Premises, except in connection with a Permitted Transfer Tenant must first notify Landlord, in writing, of its intent to so assign or sublet, at least 20 twenty (20) days in advance of the date it intends to so assign its interest in this Lease or sublet the Leased Premises but not sooner than one hundred eighty days in advance of such date, specifying in detail the terms of such proposed assignment or subletting, including the name of the proposed assignee or subleaseesublessee, the proposed property assignee's ’s or subleasee's sublessee’s intended use of the Leased Premises, a current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or subleasee and sublessee, the form of documents to be used in effectuating such assignment or sublettingsubletting and such other information as Landlord may reasonably request. Landlord shall have a period of 10 twenty (20) days following receipt of such notice and the required information within which to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant's ’s compliance with the conditions set forth in Article Paragraph 7.4 below below, or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. It shall not be unreasonable for Landlord to withhold its consent to any proposed assignment or subletting if (i) the proposed assignee's or subtenant's anticipated use of the Premises in- volves the storage, use or disposal of a Hazardous Material other than Hazardous Materials used by Tenant; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if in the proposed assignee case of an assignment of this Lease or subtenant is subject to investigation or enforcement order or proceeding by sublet of any governmental authority in connection with part of the unlawful useLeased Premises for the remainder of the term, disposal or storage of a Hazardous Materialterminate this Lease. During said 10 such ten (10) day period, Tenant covenants and agrees to supply to Landlord, upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or subleasee.sublessee. Notwithstanding the foregoing, if Landlord elects to terminate the Lease as provided herein, Landlord shall notify Tenant thereof during such ten (10) day period and Tenant shall either (i) accept Landlord’s termination or (ii) rescind its request for consent to the assignment or subletting, in which case the Lease shall continue in full force and effect between Tenant and Landlord. 13 7.4

Landlord’s Election. At any time within fifteen (15) days after Landlord's receipt of Tenant's notice of its proposed Assignment or Subletting and the information specified in Section 18.3, Landlord may, by written notice to Tenant, elect to (i) consent to the proposed Assignment or Subletting by Tenant or (ii) reasonably withhold its consent to the proposed Assignment or Subletting by Tenant (however, if the foregoing fifteen (15) day period will expire prior to the expiration of the thirty (30) day period following Tenant's delivery of the Intention to Transfer Notice pursuant to the following paragraph, then such fifteen (15) day period shall be extended to be coterminous with such thirty (30) day period). If Landlord fails to notify Tenant in writing of such election, Landlord shall desire be deemed to assign have disapproved of such Assignment or Subletting. Notwithstanding anything to the contrary contained herein, if Tenant claims that Landlord has unreasonably withheld or delayed its interest consent under this Lease Section 18 or otherwise has breached or acted unreasonably under this Section 18, Tenant's sole remedies shall be a declaratory judgment and an injunction for the relief sought without monetary damages, and Tenant hereby waives all other remedies, including, without limitation, any right at law or equity to sublet terminate this Lease. Notwithstanding anything to the Leased Premisescontrary contained in this Section 18.4, if Tenant must first notify Landlord, in writing, contemplates a proposed Assignment of its intent to so assign or sublet, at least 20 days in advance of the date it intends to so assign its entire interest in this Lease or sublet the Leased Premises but not sooner than one hundred eighty days in advance Subletting of the entire Premises, then Tenant shall give Landlord notice (the "Intention to Transfer Notice") of such date, specifying in detail contemplated transfer (whether or not the contemplated transferee or the terms of such proposed assignment or subletting, including contemplated transfer have been determined). The Intention to Transfer Notice shall specify the name contemplated date of commencement of the proposed assignee or subleaseecontemplated transfer, the proposed assignee's or subleasee's intended use which shall not be earlier than thirty (30) days following Landlords receipt of the Leased PremisesIntention to Transfer Notice (the "Contemplated Effective Date"). Thereafter, a current financial statement of such proposed assignee or subleasee and the form of documents to be used in effectuating such assignment or subletting. Landlord shall have the option, by giving written notice to Tenant within thirty (30) days after Landlord's receipt of the Intention to Transfer Notice, to terminate this Lease and release Tenant and any guarantor hereunder from all obligations first occurring under this Lease as of the Contemplated Effective Date (except those obligations that expressly survive the expiration or earlier termination of this Lease). If Landlord declines, or fails to elect in a timely manner to terminate this Lease under this Section 18.4 within such thirty (30) day period, then, provided Landlord has consented to the proposed transfer, Tenant shall be entitled to proceed with the proposed transfer and Landlord shall not have any right to recapture with respect to any transfer thereof consummated within a period of 10 days following receipt six (6) months (the "Six Month Period") commencing on the expiration of such notice thirty (30) day period; provided, however, that any such transfer shall be subject to other terms of this Section 18. If such a transfer is not so consummated within which to do one the Six Month Period (or if a transfer is so consummated, then upon the expiration of the following: (i) consent term of any transfer consummated within such Six Month Period), Tenant shall again be required to such requested assignment or subletting subject submit a new Intention to Tenant's compliance Transfer Notice to Landlord with the conditions set forth in Article 7.4 below or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. It shall not be unreasonable for Landlord to withhold its consent respect to any proposed assignment Assignment of its entire interest in this Lease or subletting if (i) the proposed assignee's or subtenant's anticipated use any Subletting of the Premises in- volves the storage, use or disposal of a Hazardous Material other than Hazardous Materials used by Tenant; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if the proposed assignee or subtenant is subject to investigation or enforcement order or proceeding by any governmental authority in connection with the unlawful use, disposal or storage of a Hazardous Material. During said 10 day period, Tenant covenants and agrees to supply to Landlord, upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or subleaseeentire Premises.

Landlord’s Election. If Tenant shall desire to assign its interest under this the Lease or to sublet the Leased Premises, Tenant must first notify Landlord, in writing, of its intent to so assign or sublet, at least 20 thirty (30) days in advance of the date it intends to so assign its interest in this Lease or sublet the Leased Premises but not sooner than one hundred eighty days in advance of such date, specifying in detail the terms of such proposed assignment or subletting, including the name of the proposed assignee or subleaseesublessee, the proposed property assignee's or subleaseesublessee's intended use of the Leased Premises, a current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or subleasee and sublessee, the form of documents to be used in effectuating such assignment or sublettingsubletting and such other information as Landlord may reasonably request. Landlord shall have a period of 10 ten (10) business days following receipt of such notice and the required information within which to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant's compliance with the conditions set forth in Article Paragraph 7.4 below below, or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. It shall not be unreasonable for Landlord to withhold its consent to any proposed assignment or subletting if (i) the proposed assignee's or subtenant's anticipated use of the Premises in- volves the storage, use or disposal of a Hazardous Material other than Hazardous Materials used by Tenant; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if terminate this Lease as to the portion (including all) of the Leased Premises that is the subject of the proposed assignee assignment or subtenant is subject to investigation or enforcement order or proceeding by any governmental authority in connection with the unlawful use, disposal or storage of a Hazardous Materialsubletting. During said 10 such ten (10) business day period, Tenant covenants and agrees to supply to Landlord, upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or subleasee.agrees

Landlord’s Election. If Tenant shall desire to assign its interest under this the Lease or to sublet the Leased Premises, Tenant must first notify Landlord, in writing, of its intent to so assign or sublet, at least 20 thirty (30) days in advance of taking any action with respect thereto. Once Tenant (or Landlord or both pursuant to the joint marketing election described below) has identified a potential assignee or sublessee, Tenant shall notify Landlord, in writing, of its intent to so assign or sublet, at least thirty (30) days in advance of the date it intends to so assign its interest in this Lease or sublet the Leased Premises but not sooner than one hundred eighty days in advance of such date, specifying in detail the terms of such proposed assignment or subletting, including the name of the proposed assignee or subleaseesublessee, the proposed assignee's ’s or subleasee's sublessee’s intended use of the Leased Premises, a current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or subleasee and sublessee, the form of documents to be used in effectuating such assignment or sublettingsubletting and such other information as Landlord may reasonably request. Landlord shall have a period of 10 ten (10) business days following receipt of such notice and the required information within which to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant's ’s compliance with the conditions set forth in Article Paragraph 7.4 below below, or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. It shall not be unreasonable for Landlord , or (iii) terminate this Lease as to withhold its consent the entirety of the Leased Premises, or, at Landlord’s sole option, as to any only such portion of the Leased Premises as is the subject of the proposed assignment or subletting if (isuch termination to be effective either (A) on the proposed assignee's or subtenant's anticipated use date specified in Tenant’s notice as the intended effective date of the Premises in- volves the storageassignment or subletting, use or disposal of a Hazardous Material other than Hazardous Materials used by Tenant; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iiiB) if the proposed assignee or subtenant is subject to investigation or enforcement order or proceeding by any governmental authority in connection with the unlawful useon such tenth (10th) business day after receipt of Tenant’s notice, disposal or storage of a Hazardous Materialat Landlord’s option). During said 10 such ten (10) business day period, Tenant covenants and agrees to supply to Landlord, upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or subleaseesublessee. In the event of an election by Landlord under clause (iii) above, Landlord shall have the right to enter into a direct lease with the proposed assignee or sublessee without payment of any consideration to Tenant. In addition, in the event Tenant desires to sublease all or a portion of the Leased Premises, Landlord shall have the right to elect to jointly market with Tenant the applicable portion (including all) of the Leased Premises for subleasing and/or direct leasing, such joint marketing election to be made, if at all, in writing and delivered to Tenant during the thirty (30) day period described in the first sentence of this Paragraph 7.3. Notwithstanding anything to the contrary contained herein, an assignment of this Lease or a subletting of all or a portion of the Leased Premises to an entity which is controlled by, controls or is under common control with Tenant (an “Affiliate”) shall not be deemed an assignment or sublease subject to the approval of the Landlord provided that Tenant notifies Landlord of any such assignment or sublease and promptly supplies Landlord with any documents or information requested by Landlord regarding such assignment or sublease or such Affiliate. “Control” as used herein means the possession, directly or indirectly, of the power to direct or cause the direction of the management and policies of a person or entity, whether by the ownership of voting securities, by contract or otherwise.

Landlord’s Election. If Tenant or Tenant’s successors shall desire to assign its interest under this Lease or to sublet the Leased Premises, Tenant and Tenant’s successors must first notify Landlord, in writing, of its intent to so assign or sublet, at least 20 thirty days in advance of the date it intends to so assign its interest in this Lease or sublet the Leased Premises but not sooner than one hundred eighty sixty days in advance of such date, specifying in detail the terms of such proposed assignment or subletting, including the name of the proposed assignee or subleaseesublessee, the proposed assignee's assignees or subleasee's Sublessee’s intended use of the Leased Premises, a current financial statement of such proposed assignee or subleasee sublessee and the form of documents to be used in effectuating such assignment or subletting. Landlord shall have a period of 10 fifteen days following receipt of such notice and receipt of all information requested by Landlord regarding the proposed assignee or sublessee within which to do one of the following: (a) terminate this Lease or, in the case of a sublease of less than all of the Leased Premises, terminate this Lease as to that part of the Leased Premises proposed to be so sublet, either (i) on the condition that the proposed Transferee immediately enter into a direct lease of the Leased Premises with Landlord (or, in the case of a partial sublease, a lease for the portion proposed to be so sublet) on the same teens and conditions contained in Tenant’s (or Tenant’s successors’) notice, or (ii) so that Landlord is thereafter free to lease the Leased Premises (or, in the case of a partial sublease, the portion proposed to be so sublet) to whomever it pleases on whatever terms are acceptable to Landlord. In the event Landlord elects to so terminate this Lease, then (i) if such termination is conditioned upon the execution of a lease between Landlord and the proposed Transferee, Tenant’s and Tenant’s successors’ obligations under this Lease shall not be terminated until such Transferee executes a new lease with Landlord, enters into possession, and commences the payment of rent, and (ii) if Landlord elects simply to terminate this Lease (or, in the case of a partial sublease, terminate this Lease as to the portion to be so sublet), the Lease shall so terminate in its entirety (or as to the space to be so sublet) fifteen (15) days after Landlord has notified Tenant and Tenant’s successors in writing of such election. In the case of a partial termination of the Lease, the Base Monthly Rent and Tenant’s or Tenant’s successors’ proportionate share shall be reduced to an amount which bears the same relationship to the original amount thereof as the area of that part of the Leased Premises which remains subject to the Lease bears to the original area of the Leased Premises. Landlord and Tenant or Tenant’s successors shall execute a cancellation agreement with respect to the Lease to effect such termination or partial termination, or (b) if Landlord shall not have elected to cancel and terminate this Lease, to either (i) consent to such requested assignment or subletting subject to Tenant's ’s and Tenant’s successors’ compliance with the conditions set forth in Article 7.4 below or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. It shall not be unreasonable for Landlord to withhold its consent to any proposed assignment or subletting if (i) the proposed assignee's ’s or subtenant's ’s anticipated use of the Premises in- volves involves the storage, use or disposal of a Hazardous Material other than Hazardous Materials used by TenantMaterial; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender tender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if the proposed assignee or subtenant is subject to investigation or enforcement order or proceeding by any governmental authority in connection with the unlawful use, disposal or storage of a Hazardous Material. During said 10 day period, Tenant covenants and agrees Tenant’s successors covenant and agree to supply to Landlord, upon request, with all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or subleaseesublessee. Landlord’s review period shall not commence until Landlord has received all information requested by Landlord.

Landlord’s Election. If Tenant or Tenant’s successors shall desire to assign its interest under this Lease or to sublet the Leased Premises, Tenant and Tenant’s successors must first notify Landlord, in writing, of its intent to so assign or sublet, at least 20 thirty days in advance of the date it intends to so assign its interest in this Lease or sublet the Leased Premises but not sooner than one hundred eighty sixty days in advance of such date, specifying in detail the terms of such proposed assignment or subletting, including the name of the proposed assignee or subleaseesublessee, the proposed assignee's ’s or subleasee's Sublessee’s intended use of the Leased Premises, a current financial statement of such proposed assignee or subleasee sublessee and the form of documents to be used in effectuating such assignment or subletting. Landlord shall have a period of 10 fifteen days following receipt of such notice and receipt of all information requested by Landlord regarding the proposed assignee or sublessee within which to do one of the following: (a) in the case of an assignment or of a sublease of all or substantially all the Leased Premises for all or substantially all the then remaining Lease Term, terminate this Lease, or (b) if Landlord shall not have elected to cancel and terminate this Lease, to either (i) consent to such requested assignment or subletting subject to Tenant's ’s and Tenant’s successors’ compliance with the conditions set forth in Article 7.4 below or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. If Landlord elects to terminate this Lease, the Lease shall so terminate in its entirety fifteen (15) days after Landlord has notified Tenant and Tenant’s successors in writing of such election. Landlord and Tenant or Tenant’s successors shall execute a cancellation agreement with respect to the Lease to effect such termination. It shall not be unreasonable for Landlord to withhold its consent to any proposed assignment or subletting if (i) the proposed assignee's ’s or subtenant's ’s anticipated use of the Leased Premises in- volves is more intensive than Tenant’s and/or involves the storage, use or disposal of a Hazardous Material other than Hazardous Materials used by TenantMaterial; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if the proposed assignee or subtenant is subject to investigation or enforcement order or proceeding by any governmental authority in connection with the unlawful use, disposal or storage of a Hazardous Material. During said 10 day period, Tenant covenants and agrees Tenant’s successors covenant and agree to supply to Landlord, upon request, with all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or subleaseesublessee. Landlord’s review period shall not commence until Landlord has received all information requested by Landlord.

Landlord’s Election. If Tenant or Tenant's successors shall desire to assign its interest under this Lease or to sublet the Leased Premises, Tenant and Tenant's successors must first notify Landlord, in writing, of its intent to so assign or sublet, at least 20 thirty days in advance of the date it intends to so assign its interest in this Lease or sublet the Leased Premises but not sooner than one hundred eighty sixty days in advance of such date, specifying in detail the terms of such proposed assignment or subletting, including the name of the proposed assignee or subleaseesublessee, the proposed assignee's or subleaseeSublessee's intended use of the Leased Premises, a current financial statement of such proposed assignee or subleasee sublessee and the form of documents to be used in effectuating such assignment or subletting. Landlord shall have a period of 10 fifteen days following receipt of such notice and receipt of all information requested by Landlord regarding the proposed assignee or sublessee within which to do one of the following: (a) terminate this Lease or, in the case of a sublease of less than all of the Leased Premises, terminate this Lease as to that part of the Leased Premises proposed to be so sublet,* either (i) on the condition that the proposed Transferee immediately enter into a direct lease of the Leased Premises with Landlord (or, in the case of a partial sublease, a lease for the portion proposed to be so sublet) on the same terms and conditions contained in Tenant's (or Tenant's successors') notice, or (ii) so that Landlord is thereafter free to lease the Leased Premises (or, in the case of a partial sublease, the portion proposed to be so sublet) to whomever it pleases on whatever terms are acceptable to Landlord. In the event Landlord elects to so terminate this Lease, then (i) if such termination is conditioned upon the execution of a lease between Landlord and the proposed Transferee, Tenant's and Tenant's successors' obligations under this Lease shall not be terminated until such Transferee executes a new lease with Landlord, enters into possession, and commences the payment of rent, and (ii) if Landlord elects simply to terminate this Lease (or, in the case of a partial sublease, terminate this Lease as to the portion to be so sublet), the Lease shall so terminate in its entirety (or as to the space to be so sublet) fifteen (15) days after Landlord has notified Tenant and Tenant's successors in writing of such election. In the case of a partial termination of the Lease, the Base Monthly Rent and Tenant's or Tenant's successors' proportionate share shall be reduced to an amount which bears the same relationship to the original amount thereof as the area of that part of the Leased Premises which remains subject to the Lease bears to the original area of the Leased Premises. Landlord and Tenant or Tenant's successors shall execute a cancellation agreement with respect to the Lease to effect such * LANDLORD MAY ONLY TERMINATE THIS LEASE IF TENANT SUBLEASES 80% OR MORE OF THE SPACE FOR SUBSTANTIALLY THE THEN REMAINING TERM. termination or partial termination, or (b) if Landlord shall not have elected to cancel and terminate this Lease, to either (i) consent to such requested assignment or subletting subject to Tenant's and Tenant's successors' compliance with the conditions set forth in Article 7.4 below or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. It shall not be unreasonable for Landlord to withhold its consent to any proposed assignment or subletting if (i) the proposed assignee's or subtenant's anticipated use of the Premises in- volves involves the storage, use or disposal of a Hazardous Material other than Hazardous Materials used by TenantMaterial; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if the proposed assignee or subtenant is subject to investigation or enforcement order or proceeding by any governmental authority in connection with the unlawful use, disposal or storage of a Hazardous Material. During said 10 day period, Tenant covenants and agrees Tenant's successors covenant and agree to supply to Landlord, upon request, with all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or subleaseesublessee. Landlord's review period shall not commence until Landlord has received all information requested by Landlord.

Landlord’s Election. If Tenant shall desire to assign its interest under this the Lease or to sublet the Leased Premises, Tenant must first notify Landlord, in writing, of its intent to so assign or sublet, at least 20 thirty (30) days in advance of the date it intends to so assign its interest in this Lease or sublet the Leased Premises but not sooner than one hundred eighty days in advance of such date, specifying in detail the terms of such proposed assignment or subletting, including the name of the proposed assignee or subleaseesublessee, the proposed property assignee's or subleaseesublessee's intended use of the Leased Premises, a current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or subleasee and sublessee, the form of documents to be used in effectuating such assignment or sublettingsubletting and such other information as Landlord may reasonably request. Landlord shall have a period of 10 ten (10) business days following receipt of such notice and the required information within which to do one of the following: following (i) consent to such requested assignment or subletting subject to Tenant's compliance with the conditions set forth in Article Paragraph 7.4 below below, or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. It shall not be unreasonable for Landlord to withhold its consent to any proposed assignment or subletting if (i) the proposed assignee's or subtenant's anticipated use of the Premises in- volves the storage, use or disposal of a Hazardous Material other than Hazardous Materials used by Tenant; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if terminate this Lease as to the portion (including all) of the Leased Premises that is the subject of the proposed assignee assignment or subtenant is subject to investigation or enforcement order or proceeding by any governmental authority in connection with the unlawful use, disposal or storage of a Hazardous Materialsubletting. During said 10 such ten (10) business day period, Tenant covenants and agrees to supply to Landlord, upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or subleasee.may

Landlord’s Election. If Tenant shall desire to assign its interest under this Lease or to sublet the Leased Premises, Tenant must first notify Landlord, in writing, of its intent to so assign or sublet, at least 20 lease sixty days in advance of the date it intends to so assign its interest in this Lease or sublet the Leased Premises but not sooner than one hundred eighty days in advance of such date, specifying in detail the terms of such proposed proposal assignment or subletting, including the name of the proposed assignee or subleaseesublessee, the proposed assignee's ’s or subleasee's sublessee’s intended use of the Leased Premises, a current financial statement of such proposed assignee or subleasee and sublessee, the form of documents to be used in effectuating such assignment or sublettingsubletting and such other information as Landlord may reasonably request. Landlord shall have a period of 10 fifteen days following receipt of such notice and the required information within which to do one of the following: (a) cancel and terminate this Lease effective as of the intended subletting or assignment with respect to the portion of the Leased Premises to he subject to the assignment or subletting an the xxxx set forth in Tenant’s notice, or (b) if Landlord shall not have elected to cancel and terminate this lease to either (i) consent to such requested assignment or subletting subject to Tenant's ’s compliance with the conditions set forth in Article Paragraph 7.4 below or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. It shall not be unreasonable for Landlord to withhold its consent to any proposed assignment or subletting if (i) the proposed assignee's or subtenant's anticipated use of the Premises in- volves the storage, use or disposal of a Hazardous Material other than Hazardous Materials used by Tenant; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if the proposed assignee or subtenant is subject to investigation or enforcement order or proceeding by any governmental authority in connection with the unlawful use, disposal or storage of a Hazardous Material. During said 10 fifteen day period, Tenant covenants and agrees to supply to Landlord, upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or of subletting and/or the proposed assignee or subleaseesublessee. If Landlord fails to elect one of the two options afforded by this Section within fifteen (15) days of Landlord’s receipt of all requested information, such failure shall be deemed a consent to such assignment or sublease. If Landlord refuses his consent, Landlord’s refusal shall identify each and every basis upon which such consent is refused.

Landlord’s Election. If Tenant shall desire to assign its interest under this the Lease or to sublet the Leased Premises, Tenant must first notify Landlord, in writing, of its intent to so assign or sublet, at least 20 thirty (30) days in advance of the date it intends to so assign its interest in this Lease or sublet the Leased Premises but not sooner than one hundred eighty days in advance of such date, specifying in detail the terms of such proposed assignment or subletting, including the name of the proposed assignee or subleaseesublessee, the proposed property assignee's or subleaseesublessee's intended use of the Leased Premises, a current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or subleasee and sublessee, the form of documents to be used in effectuating such assignment or sublettingsubletting and such other information as Landlord may reasonably request. Landlord shall have a period of 10 ten (10) business days following receipt of such notice and the required information within which to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant's compliance with the conditions set forth in Article Paragraph 7.4 below below, or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. It shall not be unreasonable for Landlord to withhold its consent to any proposed assignment or subletting if (i) the proposed assignee's or subtenant's anticipated use of the Premises in- volves the storage, use or disposal of a Hazardous Material other than Hazardous Materials used by Tenant; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if terminate this Lease as to the portion (including all) of the Leased Premises that is the subject of the proposed assignee assignment or subtenant is subject subletting; provided however, if for any proposed sublease the term of the sublease expires more than two (2) years prior to investigation or enforcement order or proceeding by any governmental authority in connection with the unlawful useend of the original Lease Term, disposal or storage then Landlord shall not have the right to terminate this Lease as provided herein and, notwithstanding anything to the contrary contained herein, Landlord shall be entitled to seventy-five percent (75%) of a Hazardous Materialthe excess rentals, as calculated pursuant to Section 7.5. During said 10 such ten (10) business day period, Tenant covenants and agrees to supply to Landlord, upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or subleaseesublessee.

Landlord’s Election. If Tenant shall desire to assign its interest under this the Lease or to sublet the Leased Premises, Tenant must first notify Landlord, in writing, of its intent to so assign or sublet, at least 20 forty five (45) days in advance of the date it intends to so assign its interest in this Lease or sublet any portion of the Leased Premises but not sooner than one hundred eighty twenty (120) days in advance of such date, specifying in detail the terms of such proposed assignment or subletting, including the name of the proposed assignee or subleaseesublessee, the proposed property assignee's ’s or subleasee's sublessee’s intended use of the Leased Premises, current audited annual financial statements (including a current financial balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) as well as all monthly and quarterly financials of such proposed assignee or subleasee and sublessee, the form of documents to be used in effectuating such assignment or sublettingsubletting and such other information as Landlord may reasonably request. Landlord shall have a period of 10 fifteen (15) business days following receipt of such notice and the required information within which to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant's ’s compliance with the conditions set forth in Article Paragraph 7.4 below below, or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. It shall not be unreasonable for Landlord to withhold its consent , or (iii) with respect to any proposed assignment or subletting if (iin a single transaction or a series of transactions in the aggregate) of 50% or more and the rentable square footage of the Leased Premises terminate this Lease as to the portion (including all) of the Leased Premises that is the subject of the proposed assignee's assignment or subtenant's anticipated use of the Premises in- volves the storagesubletting and, use or disposal of at Landlord’s option, enter into a Hazardous Material other than Hazardous Materials used by Tenant; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the direct lease with such proposed assignee or subtenant; or (iii) if the proposed assignee or subtenant is subject to investigation or enforcement order or proceeding by any governmental authority in connection with the unlawful use, disposal or storage of a Hazardous Material. During said 10 such thirty (30) day period, Tenant covenants and agrees to supply to Landlord, upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or subleaseesublessee.

Landlord’s Election. If Tenant shall desire to assign its interest under this the Lease or to sublet the Leased Premises, Tenant must first notify Landlord, in writing, of its intent to so assign or sublet, at least 20 thirty (30) days in advance of the date it intends to so assign its interest in this Lease or sublet the Leased Premises but not sooner than one hundred eighty days in advance of such date, specifying in detail the terms of such proposed assignment or subletting, including the name of the proposed assignee or subleaseesublessee, the proposed property assignee's or subleaseesublessee's intended use of the Leased Premises, a current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or subleasee and sublessee, the form of documents to be used in effectuating such assignment or sublettingsubletting and such other information as Landlord may reasonably request. Landlord shall have a period of 10 ten (10) business days following receipt of such notice and the required information within which to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant's compliance with the conditions set forth in Article Paragraph 7.4 below below, or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. It shall not be unreasonable for Landlord to withhold its consent to any proposed assignment or subletting if (i) the proposed assignee's or subtenant's anticipated use of the Premises in- volves the storage, use or disposal of a Hazardous Material other than Hazardous Materials used by Tenant; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if terminate this Lease as to the portion (including all) of the Leased Premises that is the subject of the proposed assignee assignment or subtenant is subject to investigation or enforcement order or proceeding by any governmental authority in connection with the unlawful use, disposal or storage of a Hazardous Materialsubletting. During said 10 such ten (10) business day period, Tenant covenants and agrees to supply to Landlord, upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or subleaseesublessee. Notwithstanding the foregoing, if Landlord elects to terminate the Lease as provided herein, Landlord shall notify Tenant thereof during such ten (10) business day period and Tenant shall have ten (10) business days thereafter to either (i) accept Landlord's termination or (ii) rescind its request for consent to the assignment or subletting, in which case the Lease shall continue in full force and effect between Tenant and Landlord.

Landlord’s Election. If Tenant or Tenant's successors shall desire to assign its interest under this Lease or to sublet the Leased Premises, Tenant and Tenant's successors must first notify Landlord, in writing, of its intent to so assign or sublet, at as least 20 thirty days in advance of the date it intends to so assign its interest in this Lease or sublet the Leased Premises but not sooner than one hundred eighty sixty days in advance of such date, specifying in detail the terms of such proposed assignment or subletting, including the name of the proposed assignee or subleaseesublessee, the proposed assignee's or subleaseeSublessee's intended use of the Leased Premises, a current financial statement of such proposed assignee or subleasee sublessee and the form of documents to be used in effectuating such assignment or subletting. Landlord shall have a period of 10 fifteen days following receipt of such notice and receipt of all information requested by Landlord regarding the proposed assignee or sublessee within which to do one of the following: (ia) consent terminate this Lease or, in the case of a sublease of less than all of the Leased Premises, terminate this Lease as to such requested assignment or subletting subject that part of the Leased Premises proposed to Tenant's compliance with the conditions set forth in Article 7.4 below or (ii) refuse to be so consent to such requested assignment or sublettingsublet, provided that such consent shall not be unreasonably refused. It shall not be unreasonable for Landlord to withhold its consent to any proposed assignment or subletting if either (i) on the condition that the proposed assignee's or subtenant's anticipated use Transferee immediately enter into a direct lease of the Leased Premises in- volves with Landlord (or, in the storage, use or disposal case of a Hazardous Material other than Hazardous Materials used by partial sublease, a lease for the portion proposed to be so sublet) on the same terms and conditions contained in Tenant; 's (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if the proposed assignee or subtenant is subject to investigation or enforcement order or proceeding by any governmental authority in connection with the unlawful use, disposal or storage of a Hazardous Material. During said 10 day period, Tenant covenants and agrees to supply to Landlord, upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or subleasee.Tenant's successors')

Landlord’s Election. If Tenant shall desire to assign its interest under this the Lease or to sublet the Leased Premises, Tenant must first notify Landlord, in writing, of its intent to so assign or sublet, at least 20 thirty (30) days in advance of the date it intends to so assign its interest in this Lease or sublet the Leased Premises but not sooner than one hundred eighty days in advance of such date, specifying in detail the terms of such proposed assignment or subletting, including the name of the proposed assignee or subleaseesublessee, the proposed property assignee's ’s or subleasee's sublessee’s intended use of the Leased Premises, a current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or subleasee and sublessee, the form of documents to be used in effectuating such assignment or sublettingsubletting and such other information as Landlord may reasonably request. Landlord shall have a period of 10 ten (10) business days following receipt of such notice and the required information within which to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant's ’s compliance with the conditions set forth in Article Paragraph 7.4 below below, or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. It shall not be unreasonable for Landlord to withhold its consent to any proposed assignment or subletting if (i) the proposed assignee's or subtenant's anticipated use of the Premises in- volves the storage, use or disposal of a Hazardous Material other than Hazardous Materials used by Tenant; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if terminate this Lease as to the entirety of the Leased Premises, or, at Landlord’s sole option, as to only such portion of the Leased Premises as is the subject of the proposed assignee assignment or subtenant is subject to investigation or enforcement order or proceeding by any governmental authority in connection with the unlawful use, disposal or storage of a Hazardous Materialsubletting. During said 10 such ten (10) business day period, Tenant covenants and agrees to supply to Landlord, upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or subleaseesublessee.

Landlord’s Election. If Tenant or Tenant’s successors shall desire to assign its interest under this Lease or to sublet the Leased Premises, Tenant and Tenant’s successors must first notify Landlord, in writing, of its intent to so assign or sublet, at least 20 thirty days in advance of the date it intends to so assign its interest in this Lease or sublet the Leased Premises but not sooner than one hundred eighty sixty days in advance of such date, specifying in detail the terms of such proposed assignment or subletting, including the name of the proposed assignee or subleaseesublessee, the proposed assignee's ’s or subleasee's Sublessee’s intended use of the Leased Premises, a current financial statement of such proposed assignee or subleasee sublessee and the form of documents to be used in effectuating such assignment or subletting. Landlord shall have a period of 10 fifteen days following receipt of such notice and receipt of all information reasonably requested by Landlord regarding the proposed assignee or sublessee within which to do one of the following: (a) in the event of an assignment or sublease of more than fifty (50%) percent of an entire Building for substantially the remaining Lease Term, to terminate the Lease as to that part of the Leased Premises proposed to be so sublet, or assigned or (b) if Landlord shall not have elected to or does not have the option to cancel and terminate this Lease, to either (i) consent to such requested assignment or subletting subject to Tenant's ’s and Tenant’s successors’ compliance with the conditions set forth in Article 7.4 below or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. It shall not be unreasonable for Landlord to withhold its consent to any proposed assignment or subletting if (i) the proposed assignee's ’s or subtenant's ’s anticipated use of the Premises in- volves involves the storage, use or disposal of a Hazardous Material other than Hazardous Materials used by Tenant; Material: (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if the proposed assignee or subtenant is subject to investigation or enforcement order or proceeding by any governmental authority in connection with the unlawful use, disposal or storage of a Hazardous Material. During said 10 day period, Tenant covenants and agrees Tenant’s successors covenant and agree to supply to Landlord, upon request, with all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or subleaseesublessee. Landlord’s review period shall not commence until Landlord has received all Information requested by Landlord.

Landlord’s Election. If Tenant shall desire to assign its interest under this the Lease or to sublet the Leased Premises, Tenant must first notify Landlord, in writing, of its intent to so assign or sublet, at least 20 thirty (30) days in advance of the date it intends to so assign its interest in this Lease or sublet the Leased Premises but not sooner than one hundred eighty days in advance of such date, specifying in detail the terms of such proposed assignment or subletting, including the name of the proposed assignee or subleaseesublessee, the proposed property assignee's or subleaseesublessee's intended use of the Leased Premises, a current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or subleasee and sublessee, the form of documents to be used in effectuating such assignment or sublettingsubletting and such other information as Landlord may reasonably request. Landlord shall have a period of 10 ten (10) business days following receipt of such notice and the required information within which to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant's compliance with the conditions set forth in Article Paragraph 7.4 below below, or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. It shall not be unreasonable for Landlord , or (iii) terminate this Lease as to withhold its consent to any the portion (including all) of the Leased Premises that is the subject of the proposed assignment or subletting if Tenant proposes to assign or sublet fifty percent (i50%) the proposed assignee's or subtenant's anticipated use more of the Premises in- volves total space leased by Tenant from Landlord in the storage, use or disposal of a Hazardous Material Project (pursuant to this Lease and all other than Hazardous Materials used by leases between Landlord and Tenant; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if the proposed assignee or subtenant is subject to investigation or enforcement order or proceeding by any governmental authority in connection with the unlawful use, disposal or storage of a Hazardous Material). During said 10 such ten (10) business day period, Tenant covenants and agrees to supply to Landlord, upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or subleaseesublessee.

Landlord’s Election. If Tenant shall desire to assign its interest under this the Lease or to sublet the Leased Premises, Tenant must first notify Landlord, in writing, of its intent to so assign or sublet, at least 20 twenty (20) days in advance of the date it intends to so assign its interest in this Lease or sublet the Leased Premises but not sooner than one hundred eighty days in advance of such date, specifying in detail the terms of such proposed assignment or subletting, including the name of the proposed assignee or subleaseesublessee, the proposed property assignee's or subleaseesublessee's intended use of the Leased Premises, a current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or subleasee and sublessee, the form of documents to be used in effectuating such assignment or sublettingsubletting and such other information as Landlord may reasonably request. Landlord shall have a period of 10 ten (10) business days following receipt of such notice and the required information within which to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant's compliance with the conditions set forth in Article Paragraph 7.4 below below, or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. It shall not be unreasonable for Landlord to withhold its consent to any proposed assignment refused or subletting if (i) the proposed assignee's or subtenant's anticipated use of the Premises in- volves the storagedelayed, use or disposal of a Hazardous Material other than Hazardous Materials used by Tenant; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if terminate this Lease as to the portion (including all) of the Leased Premises that is the subject of the proposed assignee assignment or subtenant is subject subletting. Notwithstanding anything to investigation the contrary contained in this Section, if Landlord elects to exercise its right of recapture as set forth in this Section, Tenant shall have the right, within five (5) days after receipt of Landlord's election, to notify Landlord in writing that Tenant rescinds its request for Landlord's consent to the assignment or enforcement order or proceeding by any governmental authority sublet, in connection with the unlawful use, disposal or storage of a Hazardous Materialwhich case this Lease shall continue in full force and effect. During said 10 such ten (10) business day period, Tenant covenants and agrees to supply to Landlord, upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or subleaseesublessee.

Landlord’s Election. If Tenant or Tenant's successors shall desire to assign its interest under this Lease or to sublet the Leased Premises, Tenant and Tenant's successors must first notify Landlord, in writing, of its intent to so assign or sublet, at least 20 thirty days in advance of the date it intends to so assign its interest in this Lease or sublet the Leased Premises but not sooner than one hundred eighty sixty days in advance of such date, specifying in detail the terms of such proposed assignment or subletting, including the name of the proposed assignee or subleaseesublessee, the proposed assignee's or subleaseeSublessee's intended use of the Leased Premises, a current financial statement of such proposed assignee or subleasee sublessee and the form of documents to be used in effectuating such assignment or subletting. Landlord shall have a period of 10 fifteen days following receipt of such notice and receipt of all information reasonably requested by Landlord regarding the proposed assignee or sublessee within which to do one of the following: (a) in the event of an assignment or sublease of more than fifty (50%) percent of an entire Building for substantially the remaining Lease Term, to terminate the Lease as to that part of the Leased Premises proposed to be so sublet, or assigned or (b) if Landlord shall not have elected to or does not have the option to cancel and terminate this Lease, to either (i) consent to such requested assignment or subletting subject to Tenant's and Tenant's successors' compliance with the conditions set forth in Article 7.4 below or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. It shall not be unreasonable for Landlord to withhold its consent to any proposed assignment or subletting if (i) the proposed assignee's or subtenant's anticipated use of the Premises in- volves involves the storage, use or disposal of a Hazardous Material other than Hazardous Materials used by Tenant; Material: (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if the proposed assignee or subtenant is subject to investigation or enforcement order or proceeding by any governmental authority in connection with the unlawful use, disposal or storage of a Hazardous Material. During said 10 day period, Tenant covenants and agrees Tenant's successors covenant and agree to supply to Landlord, upon request, with all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or subleaseesublessee. Landlord's review period shall not commence until Landlord has received all Information requested by Landlord.

Landlord’s Election. If Tenant shall desire to assign its interest under this the Lease or to sublet all or any portion of the Leased Premises, except in connection with a Permitted Transfer Tenant must first notify Landlord, in writing, of its intent to so assign or sublet, at least 20 twenty (20) days in advance of the date it intends to so assign its interest in this Lease or sublet the Leased Premises but not sooner than one hundred eighty days in advance of such date, specifying in detail the terms of such proposed assignment or subletting, including the name of the proposed assignee or subleaseesublessee, the proposed property assignee's or subleaseesublessee's intended use of the Leased Premises, a current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or subleasee and sublessee, the form of documents to be used in effectuating such assignment or sublettingsubletting and such other information as Landlord may reasonably request. Landlord shall have a period of 10 twenty (20) days following receipt of such notice and the required information within which to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant's compliance with the conditions set forth in Article Paragraph 7.4 below below, or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. It shall not be unreasonable for Landlord to withhold its consent to any proposed assignment or subletting if (i) the proposed assignee's or subtenant's anticipated use of the Premises in- volves the storage, use or disposal of a Hazardous Material other than Hazardous Materials used by Tenant; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if in the proposed assignee case of an assignment of this Lease or subtenant is subject to investigation or enforcement order or proceeding by sublet of any governmental authority in connection with part of the unlawful useLeased Premises for the remainder of the term, disposal or storage of a Hazardous Materialterminate this Lease. During said 10 such ten (10) day period, Tenant covenants and agrees to supply to Landlord, upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or subleaseesublessee. Notwithstanding the foregoing, if Landlord elects to terminate the Lease as provided herein, Landlord shall notify Tenant thereof during such ten (10) day period and Tenant shall either (i) accept Landlord's termination or (ii) rescind its request for consent to the assignment or subletting, in which case the Lease shall continue in full force and effect between Tenant and Landlord.

Landlord’s Election. If Tenant shall desire to assign its interest under this the Lease or to sublet the Leased Premises, Tenant must first notify Landlord, in writing, of its intent to so assign or sublet, at least 20 thirty (30) days in advance of taking any action with respect thereto. Once Tenant (or Landlord or both pursuant to the joint marketing election described below) has identified a potential assignee or sublessee, Tenant shall notify Landlord, in writing, of its intent to so assign or sublet, at least thirty (30) days in advance of the date it intends to so assign its interest in this Lease or sublet the Leased Premises but not sooner than one hundred eighty days in advance of such date, specifying in detail the terms of such proposed assignment or subletting, including the name of the proposed assignee or subleaseesublessee, the proposed assignee's or subleaseesublessee's intended use of the Leased Premises, a current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or subleasee and sublessee, the form of documents to be used in effectuating such assignment or sublettingsubletting and such other information as Landlord may reasonably request. Landlord shall have a period of 10 ten (10) business days following receipt of such notice and the required information within which to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant's compliance with the conditions set forth in Article Paragraph 7.4 below below, or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. It shall not be unreasonable for Landlord to withhold its consent to any proposed assignment or subletting if (i) the proposed assignee's or subtenant's anticipated use of the Premises in- volves the storage, use or disposal of a Hazardous Material other than Hazardous Materials used by Tenant; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if terminate this Lease as to the entire portion (approximately half) of the floor on the side of the Building elevator bank on which the subject portion of the Leased Premises is located, or, at Landlord's sole option, as to only such portion of the Leased Premises as is the subject of the proposed assignee assignment or subtenant is subject subletting. Notwithstanding the foregoing, Landlord shall not have the right to investigation elect option (iii) above with respect to subleases which both (A) are for terms (including extension options) of not more than three (3) years and (B) expire on or enforcement order or proceeding by any governmental authority in connection with prior to five (5) years after the unlawful use, disposal or storage of a Hazardous MaterialLease Commencement Date. During said 10 such ten (10) business day period, Tenant covenants and agrees to supply to Landlord, upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or subleasee.sublessee. In the event of an election by Landlord under clause (iii) above, Tenant shall have the right to withdraw such notice of intent to assign or sublet provided Tenant notifies Landlord in writing of such withdrawal within five (5) business days after receipt of Landlord's termination notice. In the event of an election by Landlord under clause (iii) above, and absent Tenant's timely

Landlord’s Election. If Tenant shall desire to assign its interest under this Lease or to sublet the Leased Premises, Tenant must first notify Landlord, in writing, of its intent to so assign or sublet, at least 20 thirty (30) days in advance of the date it intends to so assign its interest in this Lease or sublet the Leased Premises but not sooner than one hundred eighty days in advance of such date, specifying in detail the terms of such proposed assignment or subletting, including the name of the proposed assignee or subleaseesublessee, the proposed assignee's or subleaseesublessees's intended use of the Leased Premises, a current financial statement of such proposed assignee or subleasee of sublessee and the form of documents to be used in effectuating such assignment or subletting. Landlord shall have a period of 10 fifteen days following receipt of such notice within which to do one of the following: (a) cancel and terminate this Lease effective as of the intended subletting or assignment date set forth in Tenant's notice, or (b) if Landlord shall not have elected to cancel and terminate this Lease, to either (i) consent to such requested assignment or of subletting subject to Tenant's compliance with the conditions set forth in Article Paragraph 7.4 below or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. It shall not be unreasonable for Landlord to withhold its consent to any proposed assignment or subletting if (i) the proposed assignee's or subtenant's anticipated use of the Premises in- volves the storage, use or disposal of a Hazardous Material other than Hazardous Materials used by Tenant; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if the proposed assignee or subtenant is subject to investigation or enforcement order or proceeding by any governmental authority in connection with the unlawful use, disposal or storage of a Hazardous Material. During said 10 fifteen day period, Tenant covenants and agrees to supply to Landlord, upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or subleaseesublessee. Landlord's failure to respond to a request for an assignment or subletting within fifteen (15) days of receipt thereof shall be deemed a consent to such request.

Landlord’s Election. If Tenant Solely with respect to assignments and subleases for which Landlord’s consent is required, Landlord shall desire have the right, within fifteen (15) days after receipt of the Tenant’s Request Notice, to assign its interest under this Lease or elect (i) to sublet the Leased Demised Premises from Tenant at the Monthly Base Rent then being paid by Tenant for the Demised Premises but, in the case of a sublet of a portion of the Demised Premises, that portion thereof which Tenant must first notify Landlord, proposes to sublease by a proportionate reduction in writing, of its intent to so assign or sublet, at least 20 days in advance of the date it intends to so assign its interest in this Lease or sublet the Leased Premises but not sooner than one hundred eighty days in advance of such date, specifying in detail the terms of such proposed assignment or subletting, including the name of the proposed assignee or subleasee, the proposed assignee's or subleasee's intended use of the Leased Premises, a current financial statement of such proposed assignee or subleasee and the form of documents to be used in effectuating such assignment or subletting. Landlord shall have a period of 10 days following receipt of such notice within which to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant's compliance with the conditions rent as hereinafter set forth in Article 7.4 below or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. It shall not be unreasonable for Landlord to withhold its consent to any proposed assignment or subletting if (i) the proposed assignee's or subtenant's anticipated use of the Premises in- volves the storage, use or disposal of a Hazardous Material other than Hazardous Materials used by Tenantforth; (ii) to terminate this Lease, effective thirty (30) days after notification thereof, in its entirety, if Tenant intends to sublet or assign all of the proposed assignee or subtenant has been required by any prior landlordDemised Premises but, lender or governmental authority if Tenant proposes to clean up Hazardous Materials unlawfully discharged by sublet a portion of the proposed assignee or subtenantDemised Premises, to terminate this Lease only with respect to such portion of the Demised Premises; or (iii) to consent to the sublease or assignment, subject, however, to the provisions of Section 25.1 hereof when the Tenant has not specifically identified the prospective subtenant or assignee, in which event Tenant shall continue to pay Rent as provided for herein; or (iv) to (not unreasonably) withhold its consent to the sublease or assignment. Upon exercise by Landlord of either of the options set forth in subclauses (i) or (ii) above, Tenant shall have up to fifteen (15) days after Tenant’s receipt of written notice of Landlord’s election to notify Landlord in writing that Tenant has elected to not enter into the sublease or assignment and Landlord shall not exercise its rights pursuant to this Section 25, and if Tenant fails to timely so notify Landlord, then Tenant shall surrender the Demised Premises or such portion thereof, as the case may be, to Landlord on the proposed assignee or subtenant sublease commencement date (but in no event sooner than thirty (30) days after Landlord’s receipt of the Tenant’s Request Notice), and thereafter the Rent to be paid by Tenant hereunder shall equal the amount determined by multiplying the Rent times a fraction, the numerator of which is subject such total of the square foot area remaining in the possession of Tenant, and the denominator of which is the total square foot area of the Demised Premises on the date hereof The cost of any construction required to investigation or enforcement order or proceeding permit the operation of the Proposed Sublet Space separate from the balance of the Demised Premises shall be split equally by any governmental authority in connection with Landlord and Tenant and the unlawful useportion paid by Tenant to Landlord shall be deemed additional rent hereunder. If the Proposed Sublet Space constitutes the entire Premises and Landlord elects to terminate this Lease, disposal or storage of a Hazardous Material. During said 10 day period, then Tenant covenants and agrees to supply shall tender the Proposed Sublet Space to Landlord, upon requestand this Lease shall terminate, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or on the proposed assignee or subleaseeProposed Sublease Commencement Date.

Landlord’s Election. If Tenant shall desire to assign its interest under this the Lease or to sublet the Leased Premises, Tenant must first notify Landlord, in writing, of its intent to so assign or sublet, at least 20 thirty (30) days in advance of taking any action with respect thereto. Once Tenant (or Landlord or both pursuant to the joint marketing election described below) has identified a potential assignee or sublessee, Tenant shall notify Landlord, in writing, of its intent to so assign or sublet, at least thirty (30) days in advance of the date it intends to so assign its interest in this Lease or sublet the Leased Premises but not sooner than one hundred eighty days in advance of such datePremises, specifying in detail the terms of such proposed assignment or subletting, including the name of the proposed assignee or subleaseesublessee, the proposed assignee's ’s or subleasee's sublessee’s intended use of the Leased Premises, a current financial statements (including a balance sheet, income statement and statement of cash flow) of such proposed assignee or subleasee and sublessee, the form of documents to be used in effectuating such assignment or sublettingsubletting and such other information as Landlord may reasonably request. Landlord shall have a period of 10 ten (10) business days following receipt of such notice and the required information within which to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant's ’s compliance with the conditions set forth in Article Paragraph 7.4 below below, or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. It shall not be unreasonable for Landlord to withhold its consent to any proposed assignment or subletting if During such ten (i10) the proposed assignee's or subtenant's anticipated use of the Premises in- volves the storage, use or disposal of a Hazardous Material other than Hazardous Materials used by Tenant; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if the proposed assignee or subtenant is subject to investigation or enforcement order or proceeding by any governmental authority in connection with the unlawful use, disposal or storage of a Hazardous Material. During said 10 business day period, Tenant covenants and agrees to supply to Landlord, upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or subleaseesublessee. In addition, in the event Tenant desires to sublease all of the Leased Premises, Landlord shall have the right to elect to jointly market with Tenant the Leased Premises for subleasing and/or direct leasing, such joint marketing election to be made, if at all, in writing and delivered to Tenant during the thirty (30) day period described in the first sentence of this Paragraph 7.3.

Landlord’s Election. If Tenant shall desire to assign its interest under this the Lease or to sublet the Leased Premises, Tenant must (unless the transaction by the express terms of this Article 7 does not require Landlord's consent) first notify Landlord, in writing, of its intent to so assign or sublet, at least 20 ten (10) business days in advance of the date it intends to so assign its interest in this Lease or sublet the Leased Premises but not sooner than one hundred eighty days in advance of such date, specifying in detail (i) the terms of such proposed assignment or subletting, including (ii) the name of the proposed assignee or subleaseesublessee, (iii) the proposed property assignee's or subleaseesublessee's intended use of the Leased Premises, a (iv) current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or subleasee and sublessee, (v) the form of documents to be used in effectuating such assignment or sublettingsubletting and (vi) such other information as Landlord may reasonably request within five (5) business days after delivery to Landlord of all of the foregoing. Landlord shall have a period of 10 ten (10) business days following receipt of such notice and the required information specified above within which to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant's compliance with the conditions set forth in Article Paragraph 7.4 below below, or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. It shall not be unreasonable for Landlord to withhold its consent to any proposed assignment or subletting if During such ten (i10) the proposed assignee's or subtenant's anticipated use of the Premises in- volves the storage, use or disposal of a Hazardous Material other than Hazardous Materials used by Tenant; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if the proposed assignee or subtenant is subject to investigation or enforcement order or proceeding by any governmental authority in connection with the unlawful use, disposal or storage of a Hazardous Material. During said 10 business day period, Tenant covenants and agrees to supply to Landlord, upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or subleaseesublessee.

Landlord’s Election. If Tenant shall desire to assign its interest under this the Lease or to sublet the Leased Premises, Tenant must first notify Landlord, in writing, of its intent to so assign or sublet, at least 20 fifteen (15) days in advance of the date it intends to so assign its interest in this Lease or sublet the Leased Premises but not sooner than one hundred eighty days in advance of such date, specifying in detail the terms of such proposed assignment or subletting, including the name of the proposed assignee or subleaseesublessee, the proposed property assignee's or subleaseesublessee's intended use of the Leased Premises, a current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or subleasee and sublessee, the form of documents to be used in effectuating such assignment or sublettingsubletting and such other information as Landlord may reasonably request. Landlord shall have a period of 10 ten (10) business days following receipt of such notice and the required information within which to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant's compliance with the conditions set forth in Article Paragraph 7.4 below below, or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. It shall not be unreasonable for Landlord , or (iii) terminate this Lease as to withhold its consent to any the portion (including all) of the Leased Premises that is the subject of the proposed assignment or subletting (the "Recapture Right"). Notwithstanding anything to the contrary contained herein, Landlord shall not exercise its Recapture Right if (i) the proposed assignee's Tenant proposes to assign or subtenant's anticipated use sublet less than sixty-five percent (65%) of the Leased Premises in- volves for sixty-five percent (65%) or less of the storage, use remaining Lease Term or disposal of a Hazardous Material other than Hazardous Materials used by Tenant; (ii) if Tenant proposes to assign or sublet more than sixty-five percent (65%) of the Leased Premises for sixty-five percent (65%) or more of the remaining Lease Term PROVIDED that the full amount of the Letter of Credit be maintained and/or reinstated by Tenant throughout the duration of the proposed assignee assignment or subtenant has been required by any prior landlordsublease. In the event Landlord refuses to consent to such requested assignment or subletting and does not elect to terminate this Lease, lender or governmental authority then Landlord shall provide Tenant a detailed written statement indicating its reason(s) for refusing to clean up Hazardous Materials unlawfully discharged by consent to the proposed assignee assignment or subtenant; or (iii) if the proposed assignee or subtenant is subject to investigation or enforcement order or proceeding by any governmental authority in connection with the unlawful use, disposal or storage of a Hazardous Materialsublease. During said 10 such ten (10) business day period, Tenant covenants and agrees to supply to Landlord, upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or subleaseesublessee. In the event Tenant fails to provide all such information, Landlord's refusal to consent to the assignment or sublease on the grounds that it was not supplied enough information shall be deemed reasonable.

Landlord’s Election. If Tenant shall desire to assign its interest under this the Lease or to sublet the Leased Premises, Tenant must first notify Landlord, in writing, of its intent to so assign or sublet, at least 20 thirty (30) days in advance of the date it intends to so assign its interest in this Lease or sublet the Leased Premises but not sooner than one hundred eighty days in advance of such date, specifying in detail the terms of such proposed assignment or subletting, including the name of the proposed assignee or subleaseesublessee, the proposed assignee's or subleaseesublessee's intended use of the Leased Premises, a current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or subleasee and sublessee, the form of documents to be used in effectuating such assignment or sublettingsubletting and such other information as Landlord may reasonably request. Landlord shall have a period of 10 ten (10) business days following receipt of such notice and the required information within which to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant's compliance with the conditions set forth in Article Paragraph 7.4 below below, or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. It shall not be unreasonable for Landlord to withhold its consent to any proposed assignment or subletting if (i) the proposed assignee's or subtenant's anticipated use of the Premises in- volves the storage, use or disposal of a Hazardous Material other than Hazardous Materials used by Tenant; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if more than fifty-one percent (51%) of the Leased Premises is the subject of the proposed assignee assignment or subtenant is subject subletting, to investigation or enforcement order or proceeding by any governmental authority in connection with terminate this Lease as to such portion (including all) of the unlawful use, disposal or storage of a Hazardous MaterialLeased Premises. During said 10 such ten (10) business day period, Tenant covenants and agrees to supply to Landlord, promptly upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or subleaseesublessee.

Landlord’s Election. If Tenant shall desire to assign its interest under this Lease or to sublet the Leased Premises, Tenant must first notify Landlord, in writing, of its intent to so assign or sublet, at least 20 not less than thirty (30) days in advance of the date it intends to so assign its interest in this Lease or sublet the Leased Premises but not sooner than one hundred eighty days in advance of such datePremises, specifying in detail the terms of such proposed assignment or subletting, including the name of the proposed assignee or subleaseesublessee, the proposed assignee's or subleaseesublessee's intended use of the Leased Premises, a current financial statement of such proposed assignee or subleasee sublessee and the form of documents to be used in effectuating such assignment or subletting. Landlord shall have a period of 10 fifteen (15) days following receipt of such notice within which to do one of the following: (a) terminate this Lease or, in the case of a sublease of less than all of the Premises, terminate this Lease as to that part of the Premises proposed to be so sublet, either (i) on the condition that the proposed Transferee immediately enter into a direct lease of the Premises with Landlord (or, in the case of a partial sublease, a lease for the portion proposed to be so sublet) on the same terms and conditions contained in Tenant's notice, or (ii) so that Landlord is thereafter free to lease the Premises (or, in the case of a partial sublease, the portion proposed to be so sublet) to whomever it pleases on whatever terms are acceptable to Landlord. Notwithstanding the foregoing, Tenant shall have the right to rescind its request for consent within five (5) business days after receipt of Landlord's notice to terminate, in which case this Lease shall continue in full force and effect. In the event Landlord elects to so terminate this Lease and Tenant does not rescind its request for consent to sublease or assign, then (i) if such termination is conditioned upon the execution of a lease between Landlord and the proposed Transferee, Tenant's obligations under this Lease shall not be terminated until such Transferee executes a new lease with Landlord, enters into possession, and commences the payment of rent, and (ii) if Landlord elects simply to terminate this Lease (or, in the case of a partial sublease, terminate this Lease as to the portion to be so sublet), the Lease shall so terminate in its entirety (or as to the space to be so sublet) fifteen (15) days after Landlord has notified Tenant in writing of such election. In the case of a partial termination of the Lease, the rent, Tenant's Share and Additional Rent shall be reduced to an amount which bears the same relationship to the original amount thereof as the area of that part of the Premises which remains subject to the Lease bears to the original area of the Premises. Landlord and Tenant shall execute a cancellation agreement with respect to this Lease to effect such termination or partial termination, or (b) if Landlord shall not have elected to cancel and terminate this Lease, to either (i) consent to such requested assignment or subletting subject to Tenant's compliance with the conditions set forth in Article 7.4 Subparagraph D below or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. It shall not be unreasonable for Landlord to withhold its consent to any proposed assignment or subletting if if; (i) the proposed assignee's or subtenant's anticipated use of the Premises in- volves the storage, use or disposal of a Hazardous Material other than Hazardous Materials used by Tenant; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iiiii) if the proposed assignee or subtenant is subject to investigation or enforcement order or proceeding by any governmental authority in connection with the unlawful use, disposal or storage of a Hazardous MaterialMaterial in violation of Hazardous Materials Laws. During said 10 fifteen day period, Tenant covenants and agrees to supply to Landlord, upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or subleaseesublessee.

Landlord’s Election. If Tenant shall desire to assign its interest under this the Lease or to sublet the Leased Premises, Tenant must first notify Landlord, in writing, of its intent to so assign or sublet, at least 20 thirty (30) days in advance of the date it intends to so assign its interest in this Lease or sublet the Leased Premises but not sooner than one hundred eighty days in advance of such date, specifying in detail the terms of such proposed assignment or subletting, including the name of the proposed assignee or subleaseesublessee, the proposed property assignee's or subleaseesublessee's intended use of the Leased Premises, a current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or subleasee sublessee, and the form of documents to be used in effectuating such assignment or sublettingother information as Landlord may reasonably request. Landlord shall have a period of 10 ten (10) business days following receipt of such notice and the required information within which to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant's compliance with the conditions set forth in Article Paragraph 7.4 below below, or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. It shall not be unreasonable for Landlord to withhold its consent to any proposed assignment or subletting if (i) the proposed assignee's or subtenant's anticipated use of the Premises in- volves the storage, use or disposal of a Hazardous Material other than Hazardous Materials used by Tenant; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if terminate this Lease as to the portion (including all) of the Leased Premises that is the subject of the proposed assignee assignment or subtenant is subject subletting. Any such termination shall relieve Tenant from any Base Monthly Rent or Additional Rent obligations for the period after the termination date to investigation or enforcement order or proceeding by any governmental authority in connection with the unlawful use, disposal or storage extent of a Hazardous Materialthe portion of the Leased Premises so terminated. During said 10 such ten (10) business day period, Tenant covenants and agrees to supply to Landlord, upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or subleaseesublessee.

Landlord’s Election. If Tenant shall desire Landlord shall, within thirty (30) days of receipt of such Notice and all information requested by Landlord concerning the proposed assignee or sublessee, elect to assign its interest under this Lease or to sublet the Leased Premises, Tenant must first notify Landlord, in writing, of its intent to so assign or sublet, at least 20 days in advance take one of the date it intends following actions by Notice to so assign its interest in this Lease or sublet the Leased Premises but not sooner than one hundred eighty days in advance of such date, specifying in detail the terms of Tenant: consent to such proposed assignment or subletting, including the name of the proposed assignee or subleasee, the proposed assignee's or subleasee's intended use of the Leased Premises, a current financial statement of such proposed assignee or subleasee and the form of documents sublease; refuse to be used in effectuating such assignment or subletting. Landlord shall have a period of 10 days following receipt of such notice within which to do one of the following: (i) consent to such requested proposed assignment or subletting subject sublease, which refusal shall be on reasonable grounds; If Tenant proposes to Tenant's compliance with sublease all or part of the conditions set forth Premises, elect to recapture such portion of the Premises as Tenant proposes to sublease and, as of the thirtieth (30th) day after Landlord so notifies Tenant of its election to recapture, this Lease shall terminate as to the portion of the Premises recaptured and the Monthly Rent payable under this Lease shall be reduced in Article 7.4 below or (ii) refuse the same proportion that the floor area of that portion of the Premises so recaptured bears to so consent the floor area of the Premises prior to such requested assignment recapture; or sublettingIf Tenant proposes to assign this Lease, provided elect to recapture the Premises and, as of the thirtieth (30th) day after Landlord so notifies Tenant of its election to recapture, this Lease shall terminate. Tenant agrees, by way of example and without limitation, that such consent shall not be unreasonably refused. It it shall not be unreasonable for Landlord to withhold its consent to any a proposed assignment or subletting if (i) any of the following situations exist or may exist: Landlord determines that the proposed assignee's or subtenantsublessee's anticipated use of the Premises in- volves the storageconflicts with Article V or Article VI, use presents an unacceptable risk, as determined by Landlord, under Article VI, or disposal of a Hazardous Material conflicts with any other than Hazardous Materials used by Tenantprovision under this Lease; (ii) if Landlord determines that the proposed assignee or subtenant sublessee is not financially responsible as of the date of Tenant's request for consent or as of the effective date of such assignment or subletting; Landlord determines that the proposed assignee or sublessee lacks sufficient business reputation or experience to conduct on the Premises a business of a type and quality equal to that conducted by Tenant; Landlord determines that the proposed assignment or subletting would breach a covenant, condition or restriction in some other lease, financing agreement or other agreement relating to the Property, the Building, the Premises or this Lease; Landlord determines that the proposed assignee or sublessee (A) has been required by any prior landlord, lender or governmental authority to clean up take remedial action in connection with Hazardous Materials unlawfully discharged by contaminating a property if such contamination resulted from the proposed assignee assignee's or subtenant; sublessee's actions or use of the property in question, or (iiiB) if the proposed assignee or subtenant is subject to investigation or any enforcement order or proceeding issued by any governmental authority in connection with the unlawful use, disposal or storage of a Hazardous Material. During said 10 day periodMaterials; An Event of Default has occurred and is continuing at the time of Tenant's request for Landlord's consent, Tenant covenants and agrees to supply to Landlord, upon request, all necessary or relevant information which Landlord may reasonably request respecting as of the effective date of such proposed assignment or subletting and/or the subletting; The proposed assignee or subleaseesublessee is either a governmental agency or instrumentality thereof; or The proposed assignee or sublessee or an affiliate thereof (a) occupies space in the Property at the time of the request for consent, (b) is negotiating with Landlord to lease space in the Property at such time, or (c) has negotiated with Landlord to lease space in the Property during the twelve (12) month period immediately preceding the request for consent. Tenant acknowledges that if Tenant has any exterior sign rights under this Lease, such rights are personal to the original Tenant named herein and may not be assigned or transferred to any assignee of this Lease or sublessee of the Premises without Landlord's prior written consent, which consent may be withheld in Landlord's sole and absolute discretion.

Landlord’s Election. If Tenant shall desire to assign its interest under this the Lease or to sublet the Leased Premises, . Tenant must first notify Landlord, in writing, of its intent to so assign or sublet, at least 20 twenty (20) days in advance of taking any action with respect thereto. Once Tenant (or Landlord or both pursuant to the joint marketing election described below) has identified a potential assignee or sublessee, Tenant shall notify Landlord, in writing, of its intent to so assign or sublet, at least thirty (30) days in advance of the date it intends to so assign its interest in this Lease or sublet the Leased Premises but not sooner than one hundred eighty days in advance of such date, specifying in detail the terms of such proposed assignment or subletting, including the name of the proposed assignee or subleaseesublessee, the proposed assignee's ’s or subleasee's sublessee’s intended use of the Leased Premises, a current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or subleasee and sublessee, the form of documents to be used in effectuating such assignment or sublettingsubletting and such other information as Landlord may reasonably request. Landlord shall have a period of 10 often (10) business days following receipt of such notice and the required information within which to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant's ’s compliance with the conditions set forth in Article Paragraph 7.4 below below, or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. It shall not be unreasonable for Landlord , or (iii) terminate this Lease as to withhold its consent to any only such portion of the Leased Premises as is the subject of the proposed assignment or subletting if (isuch termination to be effective either (A) on the proposed assignee's or subtenant's anticipated use date specified in Tenant’s notice as the intended effective date of the Premises in- volves the storageassignment or subletting, use or disposal of a Hazardous Material other than Hazardous Materials used by Tenant; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iiiB) if the proposed assignee or subtenant is subject to investigation or enforcement order or proceeding by any governmental authority in connection with the unlawful useon such tenth (10th) business day after receipt of Tenant’s notice, disposal or storage of a Hazardous Materialat Landlord’s option). During said 10 such ten (10) business day period, Tenant covenants and agrees to supply to Landlord, upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or subleaseesublessee. In the event of an election by Landlord under clause (iii) above. Landlord shall have the right to enter into a direct lease with the proposed assignee or sublessee without payment of any consideration to Tenant. In addition, in the event Tenant desires to sublease all or a portion of the Leased Premises, Landlord shall have the right to elect to jointly market with Tenant the applicable portion (including all) of the Leased Premises for subleasing and/or direct leasing, such joint marketing election to be made, if at all in writing and delivered to Tenant during the twenty (20) day period described in the first sentence of this Paragraph 7.3.

Landlord’s Election. If Tenant shall desire to assign its interest under this the Lease or to sublet the Leased Premises, Tenant must first notify Landlord, in writing, of its intent to so assign or sublet, at least 20 thirty (30) days in advance of taking any action with respect thereto. Once Tenant (or Landlord or both pursuant to the joint marketing election described below) has identified a potential assignee or sublessee, Tenant shall notify Landlord, in writing, of its intent to so assign or sublet, at least thirty (30) days in advance of the date it intends to so assign its interest in this Lease or sublet the Leased Premises but not sooner than one hundred eighty (180) days in advance of such date, specifying in detail the terms of such proposed assignment or subletting, including the name of the proposed assignee or subleaseesublessee, the proposed assignee's ’s or subleasee's sublessee’s intended use of the Leased Premises, a current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or subleasee and sublessee, the form of documents to be used in effectuating such assignment or sublettingsubletting and such other information as Landlord may reasonably request. Landlord shall have a period of 10 ten (10) business days following receipt of such notice and the required information within which to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant's ’s compliance with the conditions set forth in Article Paragraph 7.4 below below, or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. It shall not be unreasonable for Landlord , or (iii) terminate this Lease as to withhold its consent the entirety of the Premises, or, at Landlord’s sole option, as to any only such portion of the Premises as is the subject of the proposed assignment or subletting if (isuch termination to be effective either (A) on the proposed assignee's or subtenant's anticipated use date specified in Tenant’s notice as the intended effective date of the Premises in- volves the storageassignment or subletting, use or disposal of a Hazardous Material other than Hazardous Materials used by Tenant; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iiiB) if the proposed assignee or subtenant is subject to investigation or enforcement order or proceeding by any governmental authority in connection with the unlawful useon such tenth (10th) business day after receipt of Tenant’s notice, disposal or storage of a Hazardous Materialat Landlord’s option). During said 10 such ten (10) business day period, Tenant covenants and agrees to supply to Landlord, upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or subleaseesublessee. In the event of an election by Landlord under clause (iii) above, Landlord shall have the right to enter into a direct lease with the proposed assignee or sublessee without payment of any consideration to Tenant. In addition, in the event Tenant desires to sublease all or a portion of the Premises, Landlord shall have the right to elect to jointly market with Tenant the applicable portion (including all) of the Premises for subleasing and/or direct leasing, such joint marketing election to be made, if at all, in writing and delivered to Tenant during the thirty (30) day period described in the first sentence of this Paragraph 7.3.

Landlord’s Election. If Tenant or Tenant's successors shall desire to assign its interest under this Lease or to sublet the Leased Premises, Tenant and Tenant's successors must first notify Landlord, in writing, of its intent to so assign or sublet, at least 20 thirty days in advance of the date it intends to so assign its interest in this Lease or sublet the Leased Premises but not sooner than one hundred eighty sixty days in advance of such date, specifying in detail the terms of such proposed assignment or subletting, including the name of the proposed assignee or subleaseesublessee, the proposed assignee's or subleasee's Sublessee's, intended use of the Leased Premises, a current financial statement of such XXX regarding the proposed assignee or subleasee and the form of documents to be used in effectuating such assignment or subletting. Landlord shall have a period of 10 days following receipt of such notice sublessee within which to do one of the following: (a) terminate this Lease or, in the case of a sublease of less than all of the Leased Premises, terminate this Lease as to that part of the Leased Premises proposed to be so sublet, either (i) on the condition that the proposed Transferee immediately enter into a direct lease of the Leased Premises with Landlord (or, in the case of a partial sublease, a lease for the portion proposed to be so sublet) on the same terms and conditions contained in Tenant's (or Tenant's successors') notice, or (ii) so that Landlord is thereafter free to lease the Leased Premises (or, in the case of a partial sublease, the portion proposed to be so sublet) to whomever it pleases on whatever terms are acceptable to Landlord. In the event Landlord elects to so terminate this Lease, then (i) if such termination is conditioned upon the execution of a lease between Landlord and the proposed Transferee, Tenant's and Tenant's successors' obligations under this Lease shall not be terminated until such Transferee executes a new lease with Landlord, enters into possession, and commences the payment of rent, and (ii) if Landlord elects simply to terminate this Lease (or, in the case of a partial sublease, terminate this Lease as to the portion to be so sublet), the Lease shall so terminate in its entirety (or as to the space to be so sublet) fifteen (15) days after Landlord has notified Tenant and Tenant's successors in writing of such election. In the case of a partial termination of the Lease, the Base Monthly Rent and Tenant's or Tenant's successors' proportionate share shall be reduced to an amount which bears the same relationship to the original amount thereof as the area of that part of the Leased Premises which remains subject to the Lease bears to the original area of the Leased Premises. Landlord and Tenant or Tenant's successors shall execute a cancellation agreement with respect to the Lease to effect such termination or partial termination, or (b) if Landlord shall not have elected to cancel and terminate this Lease, to either (i) consent to such requested assignment or subletting subject to Tenant's and Tenant's successors' compliance with the conditions set forth in Article 7.4 below or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. It shall not be unreasonable for Landlord to withhold its consent to any proposed assignment or subletting if (i) the proposed assignee's or subtenant's anticipated use of the Premises in- volves involves the storage, use or disposal of a Hazardous Material other than Hazardous Materials used by TenantMaterial; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if the proposed assignee or subtenant is subject to investigation or enforcement order or proceeding by any governmental authority in connection with the unlawful use, disposal or storage of a Hazardous Material. During said 10 day period, Tenant covenants and agrees Tenant's successors covenant and agree to supply to Landlord, upon request, with all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or subleaseesublessee. Landlord's review period shall not commence until Landlord has received all information requested by Landlord.

Landlord’s Election. If Tenant shall desire to assign its interest under this Lease or to sublet the Leased Premises, Tenant must first notify Landlord, in writing, of its intent to so assign or sublet, at least 20 lease sixty days in advance of the date it intends to so assign its interest in this Lease or sublet the Leased Premises but not sooner than one hundred eighty days in advance of such date, specifying in detail the terms of such proposed assignment or subletting, including the name of the proposed assignee or subleaseesublessee, the proposed assignee's or subleaseesublessee's intended use of the Leased Premises, a current financial statement of such proposed assignee or subleasee and sublessee, the form of documents to be used in effectuating such assignment or sublettingsubletting and such other information as Landlord may reasonably request. Landlord shall have a period of 10 fifteen days following receipt of such notice and the required information within which to do one of the following: (a) cancel and terminate this Lease effective as of the intended subletting or assignment date set forth in Tenant's notice (provided, however as it relates to sublettings, said cancellation and termination right shall only apply to a proposed subletting if, by reason of the proposed subletting in question, seventy-five percent (75%) or more of the Leased Premises, in the aggregate (taking into account any then- exiting sublettings of the Leased Premises), will be sublet), or (b) if Landlord shall not have elected to cancel and terminate this lease to either (i) consent to such requested assignment or subletting subject to Tenant's compliance with the conditions set forth in Article Paragraph 7.4 below or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. It shall not be unreasonable for Landlord to withhold its consent to any proposed assignment or subletting if (i) the proposed assignee's or subtenant's anticipated use of the Premises in- volves the storage, use or disposal of a Hazardous Material other than Hazardous Materials used by Tenant; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if the proposed assignee or subtenant is subject to investigation or enforcement order or proceeding by any governmental authority in connection with the unlawful use, disposal or storage of a Hazardous Material. During said 10 fifteen day period, Tenant covenants and agrees to supply to Landlord, upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or of subletting and/or the proposed assignee or subleaseesublessee.

Landlord’s Election. If Tenant or Tenant’s successors shall desire to assign its interest under this Lease or to sublet the Leased Premises, Tenant and Tenant’s successors must first notify Landlord, in writing, of its intent to so assign or sublet, at least 20 fifteen (15) days in advance of the date it intends to so assign its interest in this Lease or sublet the Leased Premises but not sooner than one hundred eighty sixty (60) days in advance of such date, specifying in detail the terms of such proposed assignment or subletting, including the name of the proposed assignee or subleaseesublessee, the proposed assignee's ’s or subleasee's sublessee’s intended use of the Leased Premises, a current financial statement of such proposed assignee or subleasee sublessee and the form of documents to be used in effectuating such assignment or subletting. Landlord shall have a period of 10 ten (10) business days following receipt of such notice and receipt of all information requested by Landlord regarding the proposed assignee or sublessee within which to do one of the following: either (i) consent to such requested assignment or subletting subject to Tenant's ’s and Tenant’s successors’ compliance with the conditions set forth in Article Section 7.4 below or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refusedwithheld, conditioned or delayed. It Landlord’s failure to respond within thirty (30) calendar days of Tenant’s request shall be deemed a consent to the assignment or subletting. Without limiting the other reasons for which Landlord may reasonably withhold its consent to any proposed assignment or subletting, it shall not be unreasonable for Landlord to withhold its consent to any proposed assignment or subletting if (i) the proposed assignee's ’s or subtenant's ’s anticipated use of the Premises in- volves involves the storage, use or disposal of a Hazardous Material other than that materially differs from the storage, use or disposal of Hazardous Materials used engaged in by TenantTenant and consented to by Landlord pursuant to the terms hereof; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if the proposed assignee or subtenant is subject to investigation or enforcement order or proceeding by any governmental authority in connection with the unlawful use, disposal or storage of a Hazardous Material. During said 10 day period, Tenant covenants and agrees Tenant’s successors covenant and agree to supply to Landlord, upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or subleaseesublessee. Landlord’s review period shall not commence until Landlord has received all information requested by Landlord.

Landlord’s Election. If Except as provided for in Paragraph 7.2 above, if Tenant shall desire to assign its interest under this the Lease or to sublet the Leased Premises, Tenant must first notify Landlord, in writing, of its intent such sublease or assignment and provide an executed copy thereof to so assign or sublet, Landlord at least 20 days in advance of the commencement date it intends to so assign its interest in this Lease of such sublease or sublet the Leased Premises assignment but not sooner than one hundred eighty (180) days in advance of such date, specifying in detail the terms of such proposed assignment or subletting, including the name of the proposed assignee or subleaseesublessee, the proposed assignee's ’s or subleasee's sublessee’s intended use of the Leased Premises, a current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with GAAP; provided, however, that, if applicable with respect to a proposed sublessee, during any period that the proposed sublessee actually does not prepare its financial statements in accordance with GAAP, then financial statements prepared and reviewed by a reputable, third-party, independent certified public accountant shall suffice) of such proposed assignee or subleasee sublessee, and the form of documents to such other information as Landlord may reasonably request. Such executed sublease or assignment shall be used in effectuating such assignment or sublettingconditioned upon any required Landlord consent. Landlord shall have a period of 10 ten (10) business days following receipt of such notice and the required information within which to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant's ’s compliance with the conditions set forth in Article Paragraph 7.4 below below, or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. It shall not be unreasonable for Landlord to withhold its consent to any proposed assignment or subletting if During such ten (i10) the proposed assignee's or subtenant's anticipated use of the Premises in- volves the storage, use or disposal of a Hazardous Material other than Hazardous Materials used by Tenant; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if the proposed assignee or subtenant is subject to investigation or enforcement order or proceeding by any governmental authority in connection with the unlawful use, disposal or storage of a Hazardous Material. During said 10 business day period, Tenant covenants and agrees to supply to Landlord, upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or subleaseesublessee. If Landlord fails to respond by the end of such ten (10) business day period to Tenant’s request for consent to any proposed Transfer, Tenant may send a second (2nd) request to Landlord, which request must contain the following inscription, in 14 point font and bold faced lettering: “SECOND NOTICE DELIVERED PURSUANT TO PARAGRAPH 7.3 OF LEASE—FAILURE TO TIMELY RESPOND WITHIN FIVE (5) BUSINESS DAYS SHALL RESULT IN DEEMED APPROVAL OF ASSIGNMENT OR SUBLEASE.” If Tenant sends such a second request, and Landlord fails to respond within five (5) business days after its receipt of same, the proposed assignment or subletting shall be deemed approved.

Landlord’s Election. At any time within fifteen (15) days after Landlord's receipt of Tenant's notice of its proposed Assignment or Subletting and the information specified in Section 18.3, Landlord may, by written notice to Tenant, elect to (i) consent to the proposed Assignment or Subletting by Tenant or (ii) reasonably withhold its consent to the proposed Assignment or Subletting by Tenant (however, if the foregoing fifteen (15) day period will expire prior to the expiration of the thirty (30) day period following Tenant's delivery of the Intention to Transfer Notice pursuant to the following paragraph, then such fifteen (15) day period shall be extended to be coterminous with such thirty (30) day period). If Landlord fails to notify Tenant in writing of such election, Landlord shall desire be deemed to assign have disapproved of such Assignment or Subletting. Notwithstanding anything to the contrary contained herein, if Tenant claims that Landlord has unreasonably withheld or delayed its interest consent under this Lease Section 18 or otherwise has breached or acted unreasonably under this Section 18, Tenant's sole remedies shall be a declaratory judgment and an injunction for the relief sought without monetary damages, and Tenant hereby waives all other remedies, including, without limitation, any right at law or equity to sublet terminate this Lease. Notwithstanding anything to the Leased Premisescontrary contained in this Section 18.4, if Tenant must first notify Landlord, in writing, contemplates a proposed Assignment of its intent to so assign or sublet, at least 20 days in advance of the date it intends to so assign its entire interest in this Lease or sublet the Leased Premises but not sooner than one hundred eighty days in advance Subletting of the entire Premises, then [*] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24B-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED. 32 Tenant shall give Landlord notice (the "INTENTION TO TRANSFER NOTICE") of such date, specifying in detail contemplated transfer (whether or not the contemplated transferee or the terms of such proposed assignment or subletting, including contemplated transfer have been determined). The Intention to Transfer Notice shall specify the name contemplated date of commencement of the proposed assignee or subleaseecontemplated transfer, the proposed assigneewhich shall not be earlier than thirty (30) days following Landlord's or subleasee's intended use receipt of the Leased PremisesIntention to Transfer Notice (the "CONTEMPLATED EFFECTIVE DATE"). Thereafter, a current financial statement of such proposed assignee or subleasee and the form of documents to be used in effectuating such assignment or subletting. Landlord shall have the option, by giving written notice to Tenant within thirty (30) days after Landlord's receipt of the Intention to Transfer Notice, to terminate this Lease and release Tenant and any guarantor hereunder from all obligations first occurring under this Lease as of the Contemplated Effective Date (except those obligations that expressly survive the expiration or earlier termination of this Lease). If Landlord declines, or fails to elect in a timely manner to terminate this Lease under this Section 18.4 within such thirty (30) day period, then, provided Landlord has consented to the proposed transfer, Tenant shall be entitled to proceed with the proposed transfer and Landlord shall not have any right to recapture with respect to any transfer thereof consummated within a period of 10 days following receipt six (6) months (the "SIX MONTH PERIOD") commencing on the expiration of such notice thirty (30) day period; provided, however, that any such transfer shall be subject to other terms of this Section 18. If such a transfer is not so consummated within which to do one the Six Month Period (or if a transfer is so consummated, then upon the expiration of the following: (i) consent term of any transfer consummated within such Six Month Period), Tenant shall again be required to such requested assignment or subletting subject submit a new Intention to Tenant's compliance Transfer Notice to Landlord with the conditions set forth in Article 7.4 below or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. It shall not be unreasonable for Landlord to withhold its consent respect to any proposed assignment Assignment of its entire interest in this Lease or subletting if (i) the proposed assignee's or subtenant's anticipated use any Subletting of the Premises in- volves the storage, use or disposal of a Hazardous Material other than Hazardous Materials used by Tenant; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if the proposed assignee or subtenant is subject to investigation or enforcement order or proceeding by any governmental authority in connection with the unlawful use, disposal or storage of a Hazardous Material. During said 10 day period, Tenant covenants and agrees to supply to Landlord, upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or subleaseeentire Premises.

Landlord’s Election. If Tenant or Tenant's successors shall desire to assign its interest under this Lease or to sublet the Leased Premises, Tenant and Tenant's successors must first notify Landlord, in writing, of its intent to so assign or sublet, at least 20 thirty days in advance of the date it intends to so assign its interest in this Lease or sublet the Leased Premises but not sooner than one hundred eighty sixty days in advance of such date, specifying in detail the terms of such proposed assignment or subletting, including the name of the proposed assignee or subleaseesublessee, the proposed assignee's or subleaseeSublessee's intended use of the Leased Premises, a current financial statement of such proposed assignee or subleasee sublessee and the form of documents to be used in effectuating such assignment or subletting. Landlord shall have a period of 10 fifteen days following receipt of such notice and receipt of all information reasonably requested by Landlord regarding the proposed assignee or sublessee within which to do one of the following: (a) in the event of an assignment or sublease of more than fifty (50%) percent of an entire Building for substantially the remaining Lease Term, to terminate the Lease as to that part of the Leased Premises proposed to be so sublet, or assigned or (b) if Landlord shall not have elected to or does not have the option to cancel and terminate this Lease, to either (i) consent to such requested assignment or subletting subject to Tenant's and Tenant's successors' compliance with the conditions set forth in Article 7.4 below or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. It shall not be unreasonable for Landlord to withhold its consent to any proposed assignment or subletting if (i) the proposed assignee's or subtenant's anticipated use of the Premises in- volves involves the storage, use or disposal of a Hazardous Material other than Hazardous Materials used by TenantMaterial; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if the proposed assignee or subtenant is subject to investigation or enforcement order or proceeding by any governmental authority in connection with the unlawful use, disposal or storage of a Hazardous Material. During said 10 day period, Tenant covenants and agrees Tenant's successors covenant and agree to supply to Landlord, upon request, with all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or subleaseesublessee. Landlord's review period shall not commence until Landlord has received all information requested by Landlord.

Landlord’s Election. If Tenant shall desire to assign its interest under this Lease or to sublet the Leased Premises, Tenant must first notify Landlord, in writing, of its intent to so assign or sublet, at least 20 thirty days in advance of the date it intends to so assign its interest in this Lease or sublet the Leased Premises but not sooner than one hundred eighty days in advance of such date, specifying in detail the terms of such proposed assignment or subletting, including the name of the proposed assignee or subleaseesublessee, the proposed assignee's or subleaseesublessee's intended use of the Leased Premises, a current financial statement of such proposed assignee or subleasee and sublessee, the form of documents to be used in effectuating such assignment or sublettingsubletting and such other information as Landlord may reasonably request. Landlord shall have a period of 10 fifteen days following receipt of such notice and the required information within which to do one of the following: (a) cancel and terminate this Lease effective as of the intended subletting or assignment date set forth in Tenant's notice, or cancel and terminate this Lease only as to the portion of the Premises being sublet, effective as of the intended subletting date, at Landlord's election, or (b) if Landlord shall not have elected to cancel and terminate this lease to either (i) consent to such requested assignment or subletting subject to Tenant's compliance with the conditions set forth in Article Paragraph 7.4 below or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. It shall not be unreasonable for Landlord to withhold its consent to any proposed assignment or subletting if (i) the proposed assignee's or subtenant's anticipated use of the Premises in- volves the storage, use or disposal of a Hazardous Material other than Hazardous Materials used by Tenant; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if the proposed assignee or subtenant is subject to investigation or enforcement order or proceeding by any governmental authority in connection with the unlawful use, disposal or storage of a Hazardous Material. During said 10 fifteen day period, Tenant covenants and agrees to supply to Landlord, upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or of subletting and/or the proposed assignee or subleaseesublessee.

Landlord’s Election. If Tenant shall desire to assign its interest under this the Lease or to sublet more than fifty percent (50%) of the Leased PremisesPremises for more than fifty percent (50%) of the remaining term of the Lease, Tenant must first notify Landlord, in writing, of its intent to so assign or sublet, at least 20 thirty (30) days in advance of the date it intends to so assign its interest in this Lease or sublet any portion of the Leased Premises but not sooner than one hundred eighty twenty (120) days in advance of such date, specifying in detail the terms of such proposed assignment or subletting, including the name of the proposed assignee or subleaseesublessee, the proposed property assignee's ’s or subleasee's sublessee’s intended use of the Leased Premises, current audited annual financial statements (including a current financial balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) as well as all monthly and quarterly financials of such proposed assignee or subleasee and sublessee, the form of documents to be used in effectuating such assignment or sublettingsubletting and such other information as Landlord may reasonably request. Landlord shall have a period of 10 fifteen (15) business days following receipt of such notice and the required information within which to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant's ’s compliance with the conditions set forth in Article Paragraph 7.4 below below, or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. It shall not be unreasonable for Landlord to withhold its consent , or (iii) with respect to any proposed assignment or subletting if (iin a single transaction or a series of transactions in the aggregate) of 50% or more and the proposed assignee's or subtenant's anticipated use rentable square footage of the Leased Premises in- volves the storage, use or disposal of a Hazardous Material other than Hazardous Materials used by Tenant; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority terminate this Lease as to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if the proposed assignee or subtenant is subject to investigation or enforcement order or proceeding by any governmental authority in connection with the unlawful use, disposal or storage of a Hazardous Material. During said 10 day period, Tenant covenants and agrees to supply to Landlord, upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or subleasee.the

Landlord’s Election. If Tenant shall desire to assign its interest under this Lease or to sublet the Leased Premises, Tenant must first notify Landlord, in writing, of its intent to so assign or sublet, at least 20 thirty (30) days in advance of taking any action with respect thereto. Once Tenant (or Landlord or both pursuant to the joint marketing election described below) has identified a potential assignee or sublessee, Tenant shall notify Landlord, in writing, of its intent to so assign or sublet, at least thirty (30) days in advance of the date it intends to so assign its interest in this Lease or sublet the Leased Premises but not sooner than one hundred eighty (180) days in advance of such date, specifying in detail the terms of such proposed assignment or subletting, including the name of the proposed assignee or subleaseesublessee, the proposed assignee's ’s or subleasee's sublessee’s intended use of the Leased Premises, a current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or subleasee and sublessee, the form of documents to be used in effectuating such assignment or sublettingsubletting and such other information as Landlord may reasonably request within two (2) business days of Landlord’s receipt of such notice of such intended transaction. Landlord shall have a period of 10 ten (10) business days following receipt of such notice and the required information within which to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant's ’s compliance with the conditions set forth in Article Paragraph 7.4 below below, or (ii) refuse to so consent to such requested assignment or sublettingsubletting and the specific reasons therefor, provided that such consent shall not be unreasonably refused. It shall not be unreasonable for Landlord , or (iii) terminate this Lease as to withhold its consent to any the portion of the Leased Premises as is the subject of the proposed assignment or subletting if (i) the intended transaction was either a proposed assignee's or subtenant's anticipated use assignment of the entire Lease or a proposed subletting for a term that is equal to all or substantially all of the then remaining Lease Term which, when aggregated with all other subleases then in effect, would cover more than fifty percent (50%) of the Leased Premises in- volves (such termination to be effective either (A) on the storagedate specified in Tenant’s notice as the intended effective date of the assignment or subletting, use or disposal of a Hazardous Material other than Hazardous Materials used by Tenant; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iiiB) if the proposed assignee or subtenant is subject to investigation or enforcement order or proceeding by any governmental authority in connection with the unlawful useon such tenth (10th) business day after receipt of Tenant’s notice, disposal or storage of a Hazardous Materialat Landlord’s option). During said 10 such ten (10) business day period, Tenant covenants and agrees to supply to Landlord, upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or subleaseesublessee. In the event of an election by Landlord under clause (iii) above, Landlord shall have the right to enter into a direct lease with the proposed assignee or sublessee without payment of any consideration to Tenant; provided, however, within ten (10) days of Tenant’s receipt of any notice by Landlord under clause (iii) above electing to terminate this Lease, Tenant may withdraw its request for the assignment or subletting by written notice to Landlord. In addition, in the event Tenant desires to sublease all or a portion of the Leased Premises, Landlord shall have the right to elect to jointly market with Tenant the applicable portion (including all if applicable) of the Leased Premises for subleasing and/or direct leasing, such joint marketing election to be made, if at all, in writing and delivered to Tenant during the thirty (30) day period described in the first sentence of this Paragraph 7.3.

Landlord’s Election. If Tenant shall desire to assign its interest under this the Lease or to sublet the Leased Premises, Tenant must first notify Landlord, in writing, of its intent to so assign or sublet, at least 20 thirty (30) days in advance of the date it intends to so assign its interest in this Lease or sublet the Leased Premises but not sooner than one hundred eighty days in advance of such date, specifying in detail the terms of such proposed assignment or subletting, including the name of the proposed assignee or subleaseesublessee, the proposed property assignee's or subleaseesublessee's intended use of the Leased Premises, a current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or subleasee and sublessee, the form of documents to be used in effectuating such assignment or sublettingsubletting and such other information as Landlord may reasonably request. Landlord shall have a period of 10 ten (10) business days following receipt of such notice and the required information within which to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant's compliance with the conditions set forth in Article Paragraph 7.4 below below, or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. It shall not be unreasonable for Landlord to withhold its consent to any proposed assignment or subletting if (i) the proposed assignee's or subtenant's anticipated use of the Premises in- volves the storage, use or disposal of a Hazardous Material other than Hazardous Materials used by Tenant; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if terminate this Lease as to the entirety of the Leased Premises, or, at Landlord's sole option, as to only such portion of the Leased Premises as is the subject of the proposed assignee assignment or subtenant is subject to investigation or enforcement order or proceeding by any governmental authority in connection with the unlawful use, disposal or storage of a Hazardous Materialsubletting. During said 10 such ten (10) business day period, Tenant covenants and agrees to supply to Landlord, upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or subleaseesublessee.

Landlord’s Election. If Tenant shall desire to assign its interest under this the Lease or to sublet the Leased Premises, Tenant must first notify Landlord, in writing, of its intent to so assign or sublet, at least 20 thirty (30) days in advance of the date it intends to so assign its interest in this Lease or sublet the Leased Premises but not sooner than one hundred eighty days (180) in advance of such date, specifying in detail the terms of such proposed assignment or subletting, including the name of the proposed assignee or subleaseesublessee, the proposed property assignee's or subleaseesublessee's intended use of the Leased Premises, a current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or subleasee and sublessee, the form of documents to be used in effectuating such assignment or sublettingsubletting and such other information as Landlord may reasonably request. Landlord shall have a period of 10 often (10) business days following receipt of such notice and the required information within which to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant's compliance with the conditions set forth in Article Paragraph 7.4 below below, or (ii) refuse to so consent to such requested assignment or sublettingsubletting (specifying the reasons for such refusal), provided that such consent shall not be unreasonably refused. It shall not be unreasonable for Landlord to withhold its consent to any proposed assignment or subletting if During such ten (i10) the proposed assignee's or subtenant's anticipated use of the Premises in- volves the storage, use or disposal of a Hazardous Material other than Hazardous Materials used by Tenant; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if the proposed assignee or subtenant is subject to investigation or enforcement order or proceeding by any governmental authority in connection with the unlawful use, disposal or storage of a Hazardous Material. During said 10 business day period, Tenant covenants and agrees to supply to Landlord, upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or subleaseesublessee. Tenant's written request may also contain a request in ALL CAPITALS BOLD FACE TYPE for Landlord to respond within ten (10) business days. If Tenant includes such a request, and Landlord fails to respond within such ten (10) business day period, the proposed assignment or subletting shall be deemed approved.

Landlord’s Election. If Tenant shall desire to assign its interest under this the Lease or to sublet the Leased Premises, Tenant must first notify Landlord, in writing, of its intent to so assign or sublet, at least 20 thirty (30) days in advance of the date it intends to so assign its interest in this Lease or sublet the Leased Premises but not sooner than one hundred eighty days in advance of such date, specifying in detail the terms of such proposed assignment or subletting, including the name of the proposed assignee or subleaseesublessee, the proposed property assignee's ’s or subleasee's sublessee’s intended use of the Leased Premises, a current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or subleasee and sublessee, the form of documents to be used in effectuating such assignment or sublettingsubletting and such other information as Landlord may reasonably request. Landlord shall have a period of 10 ten (10) business days following receipt of such notice and the required information within which to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant's ’s compliance with the conditions set forth in Article Paragraph 7.4 below below, or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. It shall not be unreasonable for Landlord , or (iii) terminate this Lease as to withhold its consent to any the portion (including all) of the Leased Premises that is the subject of the proposed assignment or subletting if Tenant proposes to assign or sublet fifty percent (i50%) the proposed assignee's or subtenant's anticipated use more of the Premises in- volves total space leased by Tenant from Landlord in the storage, use or disposal of a Hazardous Material Project (pursuant to this Lease and all other than Hazardous Materials used by leases between Landlord and Tenant; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if the proposed assignee or subtenant is subject to investigation or enforcement order or proceeding by any governmental authority in connection with the unlawful use, disposal or storage of a Hazardous Material). During said 10 such ten (10) business day period, Tenant covenants and agrees to supply to Landlord, upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or subleaseesublessee.

Landlord’s Election. If Tenant or Tenant’s successors shall desire to assign its interest under this Lease or to sublet the Leased Premises, Tenant and Tenant’s successors must first notify Landlord, in writing, of its intent to so assign or sublet, at least 20 thirty days in advance of the date it intends to so assign its interest in this Lease or sublet the Leased Premises but not sooner than one hundred eighty sixty days in advance of such date, specifying in detail the terms of such proposed assignment or subletting, including the name of the proposed assignee or subleaseesublessee, the proposed assignee's ’s or subleasee's Sublessee’s intended use of the Leased Premises, a current financial statement of such proposed assignee or subleasee sublessee and the form of documents to be used in effectuating such assignment or subletting. Landlord shall have a period of 10 fifteen days following receipt of such notice and receipt of all information requested by Landlord regarding the proposed assignee or sublessee within which to do one of the following: (a) terminate this Lease or, in the case of a sublease of less than all of the Leased Premises, terminate this Lease as to that part of the Leased Premises proposed to be so sublet Landlord may only terminate this Lease if Tenant subleases 80% or more of the space for substantially the remaining Term, either (i) on the condition that the proposed Transferee immediately enter into a direct lease of the Leased Premises with Landlord (or, in the case of a partial sublease, a lease for the portion proposed to be so sublet) on the same terms and conditions contained in Tenant’s (or Tenant’s successors’) notice, or (ii) so that Landlord is thereafter free to lease the Leased Premises (or, in the case of a partial sublease, the portion proposed to be so sublet) to whomever it pleases on whatever terms are acceptable to Landlord. In the event Landlord elects to so terminate this Lease, then (i) if such termination is conditioned upon the execution of a lease between Landlord and the proposed Transferee, Tenant’s and Tenant’s successors’ obligations under this Lease shall not be terminated until such Transferee executes a new lease with Landlord, enters into possession, and commences the payment of rent, and (ii) if Landlord elects simply to terminate this Lease (or, in the case of a partial sublease, terminate this Lease as to the portion to be so sublet), the Lease shall so terminate in its entirety (or as to the space to be so sublet) fifteen (15) days after Landlord has notified Tenant and Tenant’s successors in writing of such election. In the case of a partial termination of the Lease, the Base Monthly Rent and Tenant’s or Tenant’s successors’ proportionate share shall be reduced to an amount which bears the same relationship to the original amount thereof as the area of that part of the Leased Premises which remains subject to the Lease bears to the original area of the Leased Premises. Landlord and Tenant or Tenant’s successors shall execute a cancellation agreement with respect to the Lease to effect such termination or partial termination, or (b) if Landlord shall not have elected to cancel and terminate this Lease, to either (i) consent to such requested assignment or subletting subject to Tenant's ’s and Tenant’s successors’ compliance with the conditions set forth in Article 7.4 below or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. It shall not be unreasonable for Landlord to withhold its consent to any proposed assignment or subletting if (i) the proposed assignee's ’s or subtenant's ’s anticipated use of the Premises in- volves involves the storage, use or disposal of a Hazardous Material other than Hazardous Materials used by TenantMaterial; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if the proposed assignee or subtenant is subject to investigation or enforcement order or proceeding by any governmental authority in connection with the unlawful use, disposal or storage of a Hazardous Material. During said 10 day period, Tenant covenants and agrees Tenant’s successors covenant and agree to supply to Landlord, upon request, with all necessary or relevant Landlord Initial Tenant Initial information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or subleaseesublessee. Landlord’s review period shall not commence until Landlord has received all information requested by Landlord.

Landlord’s Election. If Tenant shall desire to assign its interest under this the Lease or to sublet the Leased PremisesPremises and has identified a potential assignee or sublessee, Tenant must first shall notify Landlord, in writing, of its intent to so assign or sublet, at least 20 thirty (30) days in advance of the date it intends to so assign its interest in this Lease or sublet the Leased Premises but not sooner than one hundred eighty (180) days in advance of such date, specifying in detail the terms of such proposed assignment or subletting, including the name of the proposed assignee or subleaseesublessee, the proposed assignee's ’s or subleasee's sublessee’s intended use of the Leased Premises, the most recent financial statements (including a current financial balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or subleasee and sublessee, the form of documents to be used in effectuating such assignment or sublettingsubletting and such other information as Landlord may reasonably request. Landlord shall have a period of 10 ten (10) business days following receipt of such notice and the required information within which to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant's ’s compliance with the conditions set forth in Article Paragraph 7.4 below below, or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. It shall not be unreasonable for Landlord to withhold its consent to any proposed assignment or subletting if (i) the proposed assignee's or subtenant's anticipated use of the Premises in- volves the storage, use or disposal of a Hazardous Material other than Hazardous Materials used by Tenant; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if in the proposed assignee or subtenant is subject case of an assignment only, terminate this Lease, such termination to investigation or enforcement order or proceeding by any governmental authority be effective on the date specified in connection with Tenant’s notice as the unlawful use, disposal or storage intended effective date of a Hazardous Materialthe assignment. During said 10 such ten (10) business day period, Tenant covenants and agrees to supply to Landlord, upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or subleaseesublessee. In the event of an election by Landlord under clause (iii) above, Landlord shall have the right to enter into a direct lease with the proposed assignee or sublessee without payment of any consideration to Tenant. In addition, if Landlord’s consent is required with respect to an assignment or subletting as provided in this Paragraph 7 and Landlord fails to respond to Tenant’s request for consent within thirty (30) days of Tenant’s request and submission of the documents thereto, Tenant may send a second written request, which request shall contain, in bold, capital letters, the following: “SECOND NOTICE DELIVERED PURSUANT TO PARAGRAPH 7.3 OF LEASE—FAILURE TO TIMELY RESPOND WITHIN FIVE (5) BUSINESS DAYS SHALL RESULT IN DEEMED APPROVAL OF ASSIGNMENT OR SUBLEASE.” If Landlord fails to respond to such second notice within five (5) business days of receipt, Tenant’s request for the applicable assignment and/or subletting shall be deemed approved.

Landlord’s Election. If Tenant shall desire to assign assign, encumber or otherwise transfer all or any part of its interest under in this Lease or to sublet the Leased PremisesPremises or any portion thereof, Tenant must first notify Landlord, in writing, of its intent to so assign sublet, assign, encumber or sublettransfer, at least 20 thirty (30) days in advance of the date it intends to so assign assign, encumber or otherwise transfer (collectively "transfer") all or any part of its interest in this Lease or sublet the Leased Premises or any portion thereof, but not sooner than one hundred eighty (180) days in advance of such date, specifying in detail the terms of such proposed assignment transfer or subletting, including the name of the proposed assignee or subleaseeTransferee, the proposed assignee's or subleaseeTransferee's intended use of the Leased Premises, current and two (2) prior years' financial statements (including a current financial balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles or such other accounting standard or methodology historically used by the Transferee and reasonably acceptable to Landlord) of such proposed assignee or subleasee and Transferee, the proposed form of documents to be used in effectuating such assignment transfer or sublettingsubletting and such other information as Landlord may reasonably request. Landlord shall have a period of 10 fifteen (15) business days following receipt of such notice and the required information within which to do one of the following: (ia) consent in writing to such requested assignment transfer or subletting subject to Tenant's compliance with the conditions set forth in Article Section 7.4 below below, or (iib) refuse to so consent to such requested assignment transfer or subletting, provided that . Landlord's failure within such consent fifteen (15) business day period to provide Tenant with any of the responses described in clause (a) or (b) above shall not be unreasonably refused. It shall not be unreasonable for Landlord deemed to withhold its constitute Landlord's withholding of consent to any proposed assignment or subletting if (i) the proposed assignee's transfer or subtenant's anticipated use of the Premises in- volves the storage, use or disposal of a Hazardous Material other than Hazardous Materials used by Tenant; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if the proposed assignee or subtenant is subject to investigation or enforcement order or proceeding by any governmental authority in connection with the unlawful use, disposal or storage of a Hazardous Materialsubletting. During said 10 such fifteen (15) business day period, Tenant covenants and agrees to supply to Landlord, upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment transfer or subletting and/or and the proposed assignee Transferee. Any transfer of Tenant's interest in this Lease or subleaseesubletting of the Premises or any part thereof in violation of this Article 7 shall, at Landlord's sole option, be void and of no effect ab initio.

Landlord’s Election. If Tenant shall desire to assign its interest under this Lease or to sublet the Leased Premises, Tenant must first notify Landlord, in writing, of its intent to so assign or sublet, at least 20 fifteen days in advance of the date it intends to so assign its interest in this Lease or sublet the Leased Premises but not sooner than one hundred eighty days in advance of such date, specifying in detail the terms of such proposed assignment or subletting, including the name of the proposed assignee or subleaseesublessee, the proposed assignee's or subleaseesublessee's intended use of the Leased Premises, a current financial statement of such proposed assignee or subleasee sublessee and the form of documents to be used in effectuating such assignment or subletting. Landlord shall have a period of 10 ten business days following receipt of such notice within which to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant's compliance with the conditions set forth in Article 7.4 below or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. It If Landlord refuses Landlord shall not be unreasonable for Landlord to withhold its consent to any proposed assignment or subletting if (i) provide Tenant the proposed assignee's or subtenant's anticipated use of the Premises in- volves the storage, use or disposal of a Hazardous Material other than Hazardous Materials used by Tenant; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if the proposed assignee or subtenant is subject to investigation or enforcement order or proceeding by any governmental authority in connection with the unlawful use, disposal or storage of a Hazardous Materialreasons therefor. During said 10 ten business day period, Tenant covenants and agrees to supply to Landlord, upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or subleaseesublessee.

Landlord’s Election. If Except as provided for in Paragraph 7.2 above and Paragraph 7.9 below, if Tenant shall desire to assign its interest under this the Lease or to sublet the Leased Premises, Tenant must first notify Landlord, in writing, of its intent to so assign or sublet, at least 20 twenty (20) days in advance of taking any action with respect thereto. Once Tenant has identified a potential assignee or sublessee, Tenant shall notify Landlord, in writing, of its intent to so assign or sublet, at least twenty (20) days in advance of the date it intends to so assign its interest in this Lease or sublet the Leased Premises but not sooner than one hundred eighty (180) days in advance of such date, specifying in detail the terms of such proposed assignment or subletting, including the name of the proposed assignee or subleaseesublessee, the Building D proposed assignee's ’s or subleasee's sublessee’s intended use of the Leased Premises, a current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles; provided, however, that, if applicable with respect to a proposed sublessee, during any period that the proposed sublessee actually does not prepare its financial statements in accordance with generally accepted accounting principles, then financial statements prepared and reviewed by a reputable, third-party, independent certified public accountant shall suffice) of such proposed assignee or subleasee and sublessee, the form signed letter of documents to be used in effectuating intent or term sheet containing the material terms of such assignment or subletting, and such other information as Landlord may reasonably request. Landlord shall have a period of 10 ten (10) business days following receipt of such notice and the required information within which to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant's ’s compliance with the conditions set forth in Article Paragraph 7.4 below below, or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. It shall not be unreasonable for Landlord to withhold its consent to any proposed assignment or subletting if (i) the proposed assignee's or subtenant's anticipated use of the Premises in- volves the storage, use or disposal of a Hazardous Material other than Hazardous Materials used by Tenant; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if terminate this Lease in the case of an assignment, or (in the case of a sublease for a term expiring less than six (6) months from the Lease Expiration Date and which would bring the total square footage subject to subleases to more than 50% of the Leased Premises’ square footage), terminate this Lease as to the proposed assignee sublease premises, such termination to be effective on the date specified in Tenant’s notice as the intended effective date of the assignment or subtenant is subject to investigation or enforcement order or proceeding by any governmental authority in connection with the unlawful use, disposal or storage of a Hazardous Materialsubletting. During said 10 such ten (10) business day period, Tenant covenants and agrees to supply to Landlord, upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or subleaseesublessee. In the event of an election to terminate this Lease by Landlord under clause (iii) above, Landlord shall have the right to enter into a direct lease with the proposed assignee or sublessee without payment of any consideration to Tenant. If Landlord fails to respond by the end of such ten (10) business day period to Tenant’s request for consent to any proposed Transfer, Tenant may send a second (2nd) request to Landlord, which request must contain the following inscription, in 14 point font and bold faced lettering: “SECOND NOTICE DELIVERED PURSUANT TO PARAGRAPH 7.3 OF LEASE—FAILURE TO TIMELY RESPOND WITHIN FIVE (5) BUSINESS DAYS SHALL RESULT IN DEEMED APPROVAL OF ASSIGNMENT OR SUBLEASE.” If Tenant sends such a second request, and Landlord fails to respond within five (5) business days after its receipt of same, the proposed assignment or subletting shall be deemed approved. Notwithstanding anything herein to the contrary, if Landlord exercises Landlord’s right to terminate this Lease then Tenant may revoke Tenant’s request to transfer this Lease or a portion of the Leased Premises and thus end Landlord’s termination right by providing Landlord with written notice thereof within five (5) business days after receipt of Landlord’s termination notice.

Landlord’s Election. If Tenant or Tenant’s successors shall desire to assign its interest under this Lease or to sublet the Leased Premises, Tenant and Tenant’s successors must first notify Landlord, in writing, of its intent to so assign or sublet, at least 20 twelve business days in advance of the date it intends to so assign its interest in this Lease or sublet the Leased Premises but not sooner than one hundred eighty days in advance of such datePremises, specifying in detail the terms of such proposed assignment or subletting, including the name of the proposed assignee or subleaseesublessee, the proposed assignee's ’s or subleasee's sublessee’s intended use of the Leased Premises, a current financial statement of such proposed assignee or subleasee sublessee and the form of documents to be used in effectuating such assignment or subletting. Landlord shall have a period of 10 ten business days following receipt of such notice to review the information provided by Tenant to request any additional information Landlord may reasonably request and ten business days following receipt of all information requested by Landlord regarding the proposed assignee or sublessee within which to do one of the following: (a) terminate this Lease or, in the case of a sublease of less than all of the Leased Premises, terminate this Lease as to that part of the Leased Premises proposed to be so sublet, either (i) on the condition that the proposed Transferee immediately enter into a direct lease of the Leased Premises with Landlord (or, in the case of a partial sublease, a lease for the portion proposed to be so sublet) on the same terms and conditions contained in Tenant’s (or Tenant’s successors’) notice, or (ii) so that Landlord is thereafter free to lease the Leased Premises (or, in the case of a partial sublease, the portion proposed to be so sublet) to whomever it pleases on whatever terms are acceptable to Landlord. In the event Landlord elects to so terminate this Lease, then (i) if such termination is conditioned upon the execution of a lease between Landlord and the proposed Transferee, Tenant’s and Tenant’s successors’ obligations under this Lease shall not be terminated until such Transferee executes a new lease with Landlord, enters into possession, and commences the payment of rent, and (ii) if Landlord elects simply to terminate this Lease (or, in the case of a partial sublease, terminate this Lease as to the portion to be so sublet), the Lease shall so terminate in its entirety (or as to the space to be so sublet) fifteen (15) days after Landlord has notified Tenant and Tenant’s successors in writing of such election. In the case of a partial termination of the Lease, the Base Monthly Rent and Tenant’s or Tenant’s successors’ proportionate share shall be reduced to an amount which bears the same relationship to the original amount thereof as the area of that part of the Leased Premises which remains subject to the Lease bears to the original area of the Leased Premises. Landlord and Tenant or Tenant’s successors shall execute a cancellation agreement with respect to the Lease to effect such termination or partial termination, or (b) if Landlord shall not have elected to cancel and terminate this Lease, to either (i) consent to such requested assignment or subletting subject to Tenant's ’s and Tenant’s successors’ compliance with the conditions set forth in Article 7.4 below or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. It shall not be unreasonable for Landlord to withhold its consent to any proposed assignment or subletting if (i) the proposed assignee's ’s or subtenant's ’s anticipated use of the Premises in- volves involves the storage, use or disposal of a Hazardous Material other than Hazardous Materials used by TenantMaterial; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if the proposed assignee or subtenant is subject to investigation or enforcement order or proceeding by any governmental authority in connection with the unlawful use, disposal or storage of a Hazardous Material, (iv) the proposed assignee or subtenant is a subsidiary of another entity and the parent entity does not guarantee the obligations under this lease, or (v) all of the assets of Tenant shall not be held by the proposed assignee or subtenant following the transfer. During said 10 day period, Tenant covenants and agrees Tenant’s successors covenant and agree to supply to Landlord, upon request, with all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or subleaseesublessee. Landlord’s review period shall not commence until Landlord has received all information requested by Landlord.

Landlord’s Election. If Tenant shall desire Tenant's request for consent to assign its interest under this Lease or to sublet any transfer, described in Section 17.1 above must be accompanied by a written statement setting forth the Leased Premises, Tenant must first notify Landlord, in writing, of its intent to so assign or sublet, at least 20 days in advance details of the date it intends to so assign its interest in this Lease or sublet proposed transfer, including the Leased Premises but not sooner than one hundred eighty days in advance name, type of such datebusiness and financial condition (supported by financial statements) of the prospective transferee, specifying in detail financial details of the proposed transfer (e.g. the terms of such proposed the transaction, the rent and security deposit payable under any assignment or sublettingsublease), including the name copies of all agreements and other writings pertaining in any way to the proposed assignee or subleaseetransfer. Tenant, in addition to the foregoing information which must be delivered to Landlord at the time Tenant requests Landlord's consent to the proposed assignee's transfer, shall deliver to Landlord any additional information concerning the proposed transfer or subleasee's intended use of the Leased Premises, a current financial statement of such proposed assignee or subleasee and the form of documents to be used in effectuating such assignment or sublettingprospective transferee as Landlord may reasonably request. Landlord shall will have a period of 10 days following receipt of such notice within which to do one of the following: right (i) consent to such requested assignment or subletting subject to Tenant's compliance with the conditions set forth in Article 7.4 below or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. It shall not be unreasonable for Landlord to reasonably withhold its consent to any proposed assignment or subletting if (i) the proposed assignee's or subtenant's anticipated use of the Premises in- volves the storage, use or disposal of a Hazardous Material other than Hazardous Materials used by Tenantconsent; (ii) if to grant written consent to the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenanttransfer; or (iii) if to terminate this Lease as of the date of the proposed assignee transfer as to that portion of the Premises affected by the proposed transfer provided the third party transfer term is greater than thirty-nine (39) months long. Within fifteen (15) business days after submission of all required information for the request for consent of proposed transfer, Landlord shall give notice to Tenant of its election under this Section. If Landlord does waive in writing its right to terminate this Lease, such waiver shall be effective only for the transfer specifically covered in Tenant's notice for a period of sixty (60) days after the date of the waiver. If Landlord elects to terminate this Lease under Section 1 7.2(iii) above, Tenant shall have the right to withdraw its request to the proposed transfer within fifteen (15) days after Landlord's election to terminate this Lease, in which case Landlord shall have no right to terminate this Lease or subtenant is subject any portion thereof. If Landlord does duly exercise its rights under Section 1 7.2(iii) above to investigation terminate this Lease or enforcement order any portion thereof, Landlord shall have the right to enter into a lease or proceeding by any governmental authority in connection other occupancy agreement directly with the unlawful useprospective transferee, disposal and Tenant shall have no right to any of the rents or storage other consideration payable by such prospective transferee under such other lease, even if such rents and other consideration exceed the rent payable under this Lease by Tenant. If Landlord elects to exercise its rights under Section 17.2(iii), then Landlord shall have the right to lease the Premises to any other tenant, or not lease the Premises, in its sole discretion. in the event of a Hazardous Material. During said 10 day periodsublease or assignment of a portion of the Premises, Tenant covenants and agrees to supply to Landlord, upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment has elected to exercise its rights under Section 1 7.2(iii) above, Landlord and Tenant shall enter into an amendment of this Lease to effect a proportionate reduction in the size of the Premises and in the Basic Rent or subletting and/or the proposed assignee or subleaseeother Additional Rent payable hereunder.

Landlord’s Election. If Tenant or Tenant’s successors shall desire to assign its interest under this Lease or to sublet the Leased Premises, Tenant and Tenant’s successors must first notify Landlord, in writing, of its intent to so assign or sublet, at least 20 thirty days in advance of the date it intends to so assign its interest in this Lease or sublet the Leased Premises but not sooner than one hundred eighty sixty days in advance of such date, specifying in detail the terms of such proposed assignment or subletting, including the name of the proposed assignee or subleaseesublessee, the proposed assignee's ’s or subleasee's Sublessee’s intended use of the Leased Premises, a current financial statement of such proposed assignee or subleasee sublessee and the form of documents to be used in effectuating such assignment or subletting. Landlord shall have a period of 10 fifteen days following receipt of such notice and receipt of all information requested by Landlord regarding the proposed assignee or sublessee within which to do one of the following: (a) in the case of an assignment or of a sublease of all or substantially all the Leased Premises for all or substantially all the then remaining Lease Term, terminate this Lease, or (b) if Landlord shall not have elected to cancel and terminate this Lease, to either (i) consent to such requested assignment or subletting subject to Tenant's ’s and Tenant’s successors’ compliance with the conditions set forth in Article 7.4 below or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. It If Landlord elects to terminate this Lease, the Lease shall not be unreasonable for so terminate in its entirety fifteen (15) days after Landlord to withhold its consent to any proposed assignment has notified Tenant and Tenant’s successors in writing of such election. Landlord and Tenant or subletting if (i) the proposed assignee's or subtenant's anticipated use of the Premises in- volves the storage, use or disposal of Tenant’s successors shall execute a Hazardous Material other than Hazardous Materials used by Tenant; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if the proposed assignee or subtenant is subject to investigation or enforcement order or proceeding by any governmental authority in connection with the unlawful use, disposal or storage of a Hazardous Material. During said 10 day period, Tenant covenants and agrees to supply to Landlord, upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or subleasee.cancellation 1003283 v5/SF