Common use of Additional Conditions Clause in Contracts

Additional Conditions. A condition precedent to any Transfer will be the delivery to Landlord of evidence of insurance as required under the Lease and the correct legal name and notice address for the Transferee. Except in the case of a Permitted Transfer, as defined in Section 8.6 below, Tenant undertaking the transfer (“Transferor”) agrees to pay Landlord, as Additional Rent, 50 percent of all sums and other consideration payable to and for the benefit of Tenant by the Transferee in excess of the Rent payable under the Lease for the same period and portion of the Premises. In calculating excess Rent or other consideration which may be payable to Landlord under this paragraph, Tenant will be entitled to deduct a monthly amortization of commercially reasonable third party brokerage commissions and attorney’s fees and other amounts reasonably and actually expended by Tenant in connection with the Transfer if acceptable written evidence of such expenditures is provided to Landlord. No Transfer will release Transferor (or any prior Transferor) of Tenant’s obligations under this Lease or alter the primary liability of Transferor (or any prior Transferor) to perform all obligations to be performed by Tenant hereunder. Landlord may require that Transferee remit directly to Landlord on a monthly basis, all monies due Transferor by said Transferee. Consent by Landlord to one Transfer will not be deemed consent to any subsequent Transfer. In the event of default by Transferee, Tenant or any successor of Tenant in the performance of any other terms hereof, Landlord may proceed directly against Transferor without the necessity of exhausting remedies against Transferee or successor. If Tenant requests the consent of Landlord to a Transfer, Tenant will pay Landlord a review fee of $500.00, which shall include all Landlord’s attorney’s fees.

Additional Conditions. A condition precedent to Landlord's consent to any Transfer of this Lease will be the delivery to Landlord of evidence a true copy of insurance as required under the Lease fully executed instrument of assignment, sublease, transfer or hypothecation, in form and the correct legal name and notice address for the Transfereesubstance reasonably satisfactory to Landlord. Except in the case of a Permitted Transfer, as defined in Section 8.6 below, Tenant undertaking the transfer (“Transferor”) agrees to pay to Landlord, as Additional Rentadditional rent, 50 percent of all sums and other consideration payable to and for the benefit of Tenant by the Transferee assignee or sublessee in excess of the Rent rent payable under the this Lease for the same period and portion of the Premises. In calculating excess Rent rent or other consideration which may be payable to Landlord under this paragraph, Tenant will be entitled to deduct a monthly amortization of commercially reasonable third party brokerage commissions and attorney’s attorneys' fees and other amounts reasonably and actually expended by Tenant in connection with the Transfer such assignment or subletting if acceptable written evidence of such expenditures is provided to Landlord. No Transfer will release Transferor (or any prior Transferor) Tenant of Tenant’s 's obligations under this Lease or alter the primary liability of Transferor (or any prior Transferor) Tenant to pay the rent and to perform all other obligations to be performed by Tenant hereunder. Landlord may require that any Transferee remit directly to Landlord on a monthly basis, all monies due Transferor Tenant by said Transferee. Consent by Landlord to one Transfer will not be deemed consent to any subsequent Transfer. In the event of default by Transferee, any Transferee of Tenant or any successor of Tenant in the performance of any other of the terms hereof, Landlord may proceed directly against Transferor Tenant without the necessity of exhausting remedies against such Transferee or successor. If Tenant effects a Transfer or requests the consent of Landlord to a Transferany Transfer (whether or not such Transfer is consummated), then, upon demand, Tenant will agrees to pay Landlord a review non-refundable administrative fee of not less than One Hundred Dollars ($100.00) and not more than Five Hundred Dollars ($500.00), which shall include all plus Landlord’s attorney’s 's reasonable attorneys' fees.

Additional Conditions. A condition precedent to any Transfer will be the delivery to Landlord of evidence of insurance as required under the Lease and the correct legal name and notice address for the Transferee. Except in the case of a Permitted Transfer, as defined in Section 8.6 below, Tenant undertaking the transfer (“Transferor”) agrees to pay Landlord, as Additional Rent, 50 seventy-five percent (75%) of all sums and other consideration payable to and for the benefit of Tenant by the Transferee in excess of the Rent payable under the Lease for the same period and portion of the Premises. In calculating excess Rent Rent-or other consideration which may be payable to Landlord under this paragraph, Tenant will be entitled to deduct a monthly amortization of commercially reasonable third party brokerage commissions and attorney’s fees and other amounts reasonably and actually expended by Tenant in connection with the Transfer if acceptable written evidence of such expenditures is provided to Landlord. No Transfer will release Transferor (or any prior Transferor) of Tenant’s obligations under this Lease or or-alter the primary liability of Transferor (or any prior Transferor) to perform all obligations to be performed by Tenant hereunder. Landlord may require that Transferee remit directly to Landlord on a monthly basis, all monies due Transferor by said Transferee. Consent by Landlord to one Transfer will not be deemed consent to any subsequent Transfer. In the event of default by Transferee, Tenant or any successor of Tenant in the performance of any other terms hereof, ; Landlord may proceed directly against Transferor without the necessity of exhausting remedies against Transferee or successor. If Tenant requests the consent of Landlord to a Transfer, Tenant will pay Landlord a review fee of $500.00, which 500.00 and shall include also reimburse Landlord for all of Landlord’s reasonable attorney’s fees.

Additional Conditions. A condition precedent to Landlord's consent to any Transfer of this Lease will be the delivery to Landlord of evidence a true copy of insurance as required under the Lease fully executed instrument of assignment, sublease, transfer or hypothecation, in form and the correct legal name and notice address for the Transfereesubstance reasonably satisfactory to Landlord. Except in the case of a Permitted Transfer, as defined in Section 8.6 below, Tenant undertaking the transfer (“Transferor”) agrees to pay to Landlord, as Additional Rentadditional rent, 50 percent one-half (1/2) of all sums and other consideration payable to and for the benefit of Tenant by the Transferee in excess of the Rent rent payable under the this Lease for the same period and portion of the Premises. In calculating excess Rent rent or other consideration which may be payable to Landlord under this paragraphSection, Tenant will be entitled to deduct a monthly amortization of commercially reasonable third party brokerage commissions and attorney’s attorneys' fees and other amounts reasonably and actually expended by Tenant in connection with such assignment or subletting (together with the Transfer unamortized cost of any Tenant Improvements or Tenant Changes paid by Tenant in excess of the Construction Allowance, which unamortized cost shall be amortized over the remaining term of this Lease) if acceptable written evidence of such expenditures is provided to Landlord. No Transfer (including a Permitted Transfer) will release Transferor (or any prior Transferor) Tenant of Tenant’s 's obligations under this Lease or alter the primary liability of Transferor (or any prior Transferor) Tenant to pay the rent and to perform all other obligations to be performed by Tenant hereunder. During any time that a default (after notice and expiration of applicable grace periods) exists hereunder, Landlord may require that any Transferee remit directly to Landlord on a monthly basis, all monies due Transferor Tenant by said Transferee. Consent by Landlord to one Transfer will not be deemed consent to any subsequent Transfer. In the event of default by Transferee, any Transferee of Tenant or any successor of Tenant in the performance of any other of the terms hereof, Landlord may proceed directly against Transferor Tenant without the necessity of exhausting remedies against such Transferee or successor. If Tenant effects a Transfer (including a Permitted Transfer) or requests the consent of Landlord to any Transfer (including a Permitted Transfer) (whether or not such Transfer is consummated), then, upon demand, and as a condition precedent to Landlord's consideration of the proposed assignment or sublease, Tenant will agrees to pay Landlord's reasonable attorneys' fees and costs and other costs actually incurred by Landlord a review fee of $500.00, which shall include all Landlord’s attorney’s feesin reviewing such proposed assignment or sublease.

Additional Conditions. A condition precedent to Landlord’s consent to any Transfer of this Lease will be the delivery to Landlord of evidence a true copy of insurance as required under the Lease fully executed instrument of assignment, sublease, transfer or hypothecation, in form and the correct legal name and notice address for the Transfereesubstance reasonably satisfactory to Landlord. Except in the case of a Permitted Transfer, as defined in Section 8.6 below, Tenant undertaking the transfer (“Transferor”) agrees to pay to Landlord, as Additional Rentadditional rent, 50 percent of all sums and other consideration payable to and for the benefit of Tenant by the Transferee assignee or sublessee in excess of the Rent rent payable under the this Lease for the same period and portion of the Premises. In calculating excess Rent rent or other consideration which may be payable to Landlord under this paragraph, Tenant will be entitled to deduct a monthly amortization of commercially reasonable third party brokerage commissions and attorney’s attorneys’ fees and other amounts reasonably and actually expended by Tenant in connection with the Transfer such assignment or subletting if acceptable written evidence of such expenditures is provided to Landlord. No Notwithstanding anything herein to the contrary, no Transfer will release Transferor (or any prior Transferor) Tenant of Tenant’s obligations under this Lease or alter the primary liability of Transferor (or any prior Transferor) Tenant to pay the rent and to perform all other obligations to be performed by Tenant hereunder. Landlord may require that any Transferee remit directly to Landlord on a monthly basis, all monies due Transferor Tenant by said Transferee. Consent by Landlord to one Transfer will not be deemed consent to any subsequent Transfer. In the event of default by Transferee, any Transferee of Tenant or any successor of Tenant in the performance of any other of the terms hereof, Landlord may proceed directly against Transferor Tenant without the necessity of exhausting remedies against such Transferee or successor. If Tenant effects a Transfer or requests the consent of Landlord to a Transferany Transfer (whether or not such Transfer is consummated), then, upon demand, Tenant will agrees to pay Landlord a review non-refundable administrative fee of not less than One Hundred Dollars ($100.00) and not more than Five Hundred Dollars ($500.00), which shall include all plus Landlord’s attorney’s reasonable attorneys’ fees.

Additional Conditions. A condition precedent to any Transfer will be the delivery to Landlord of evidence a true copy of insurance as required under the Lease and the correct legal name and notice address for the Transfereefully executed Transfer Agreement that does not differ materially from that provided pursuant to Section 7.2. Except in the case of a Permitted Transfer, as defined in Section 8.6 below, Tenant undertaking the transfer (“"Transferor”") agrees to pay Landlord, as Additional Rent, 50 60 percent of all sums and other consideration payable to and for the benefit of Tenant by the Transferee in excess of the Rent payable under the Lease for the same period and portion of the Premises. In calculating excess Rent or other consideration which may be payable to Landlord under this paragraph, Tenant will be entitled to deduct a monthly amortization of commercially reasonable third party brokerage commissions and attorney’s 's fees and other amounts reasonably and actually expended by Tenant in connection with the Transfer if acceptable written evidence of such expenditures is provided to Landlord. No Transfer will release Transferor (or any prior Transferor) of Tenant’s 's obligations under this Lease or alter the primary liability of Transferor (or any prior Transferor) to perform all obligations to be performed by Tenant hereunder. Landlord may require that Transferee remit directly to Landlord on a monthly basis, all monies due Transferor by said Transferee. Consent by Landlord to one Transfer will not be deemed consent to any subsequent Transfer. In the event of default by Transferee, Tenant or any successor of Tenant in the performance of any other terms hereof, Landlord may proceed directly against Transferor (or any prior Transferor) without the necessity of exhausting remedies against Transferee or successor. If Tenant requests the consent of Landlord to a Transfer, Tenant will pay Landlord a review an administrative fee of Two Hundred Fifty Dollars ($500.00250.00) concurrent with the request, which shall include all plus Landlord’s 's reasonable attorney’s 's fees.

Additional Conditions. A condition precedent to Lessor’s consent to any Transfer of this Lease will be the delivery to Landlord of evidence of insurance as required under the Lease and the correct legal name and notice address for the Transferee. Except in the case Lessor of a Permitted Transfertrue copy of the fully executed instrument of assignment, as defined in Section 8.6 belowsublease, Tenant undertaking the transfer (“Transferor”) or hypothecation, inform and substance reasonably satisfactory to Lessor. Lessee agrees to pay Landlordto Lessor, as Additional Rentadditional rent, 50 fifty percent (50%) of all sums and other consideration payable to and for the benefit of Tenant Lessee by the Transferee assignee or sublessee in excess of the Rent rent payable under the this Lease for the same period and portion of the Premises. In calculating excess Rent rent or other consideration which may be payable to Landlord Lessor under this paragraph, Tenant Lessee will be entitled to deduct a monthly amortization of commercially reasonable third party brokerage commissions and attorney’s attorneys’ fees and other amounts reasonably and actually expended expanded by Tenant Lessee in connection with the Transfer such assignment or subletting if acceptable written evidence of such expenditures is provided to LandlordLessor. No Transfer will release Transferor (or any prior Transferor) Lessee of TenantLessee’s obligations under this Lease or alter the primary liability of Transferor (or any prior Transferor) Lessee to pay the rent and to perform all other obligations to be performed by Tenant Lessee hereunder. Landlord Lessor may require that any Transferee remit directly to Landlord Lessor on a monthly basis, all monies due Transferor Lessee by said Transferee. Consent by Landlord Lessor to one Transfer will not no be deemed consent to any subsequent Transfer. In the event of default by Transferee, Tenant any Transferee of Lessee or any successor of Tenant Lessee in the performance of any other of the terms hereof, Landlord Lessor may proceed directly against Transferor Lessee without the necessity of exhausting remedies against such Transferee or successor. If Tenant Lessee effects a Transfer or requests the consent of Landlord Lessor to any Transfer (whether or not such Transfer is consummated), then, upon demand, Lessee agrees to pay Lessor a Transfer, Tenant will pay Landlord a review non-refundable administrative fee of Five Hundred Dollars ($500.00), which shall include all Landlordplus Lessor’s attorney’s reasonable attorneys’ fees.

Additional Conditions. A condition precedent to Landlord's consent to any Transfer of this Lease will be the delivery to Landlord of evidence a true copy of insurance as required under the Lease fully executed instrument of assignment, sublease, transfer or hypothecation, in form and the correct legal name and notice address for the Transfereesubstance reasonably satisfactory to Landlord. Except in the case of a Permitted Transfer, as defined in Section 8.6 below, Tenant undertaking the transfer (“Transferor”) agrees to pay to Landlord, as Additional Rentadditional rent, 50 percent of all sums and other consideration payable to and for the benefit of Tenant by the Transferee assignee or sublessee in excess of the Rent rent payable under the this Lease for the same period and portion of the Premises. In calculating excess Rent rent or other consideration which may be payable to Landlord under this paragraph, . Tenant will be entitled to deduct a monthly amortization of commercially reasonable third party brokerage commissions and attorney’s attorneys' fees and other amounts reasonably and actually expended by Tenant in connection with the Transfer such assignment or subletting if acceptable written evidence of such expenditures is provided to Landlord. No Transfer will release Transferor (or any prior Transferor) Tenant of Tenant’s 's obligations under this Lease or alter the primary liability of Transferor (or any prior Transferor) Tenant to pay the rent and to perform all other obligations to be performed by Tenant hereunder. Landlord may require that any Transferee remit directly to Landlord on a monthly basis, all monies due Transferor Tenant by said Transferee. Consent by Landlord to one Transfer will not be deemed consent to any subsequent Transfer. In the event of default by Transferee, any Transferee of Tenant or any successor of Tenant in the performance of any other of the terms hereof, Landlord may proceed directly against Transferor Tenant without the necessity of exhausting remedies against such Transferee or successor. If Tenant effects a Transfer or requests the consent of Landlord to a Transferany Transfer whether or not such Transfer is consummated then, upon demand, Tenant will agrees to pay Landlord a review non-refundable administrative fee of not less than One Hundred Dollars ($100.00) and not more than Five Hundred Dollars ($500.00), which shall include all plus Landlord’s attorney’s 's reasonable attorneys' fees.

Additional Conditions. A condition precedent to Landlord’s consent to any Transfer of this Lease will be the delivery to Landlord of evidence a true copy of insurance as required under the Lease and the correct legal name and notice address for the Transfereefully executed instrument of assignment, sublease, transfer or hypothecation. Except in the case of a with respect to Permitted Transfer, as defined in Section 8.6 belowTransfers, Tenant undertaking the transfer (“Transferor”) agrees to pay to Landlord, as Additional Rentadditional rent, 50 fifty percent (50%) of all sums and other consideration payable to and for the benefit of Tenant by the Transferee assignee or sublessee in excess of the Rent rent payable under the this Lease for the same period and portion of the Premises. In , in calculating excess Rent rent or other consideration which may be payable to Landlord under this paragraphSection, Tenant will be entitled to deduct a monthly amortization of commercially reasonable third party brokerage commissions and attorney’s attorneys’ fees and other amounts reasonably and actually expended by Tenant in connection with the Transfer such assignment or subletting if acceptable written evidence of such expenditures is provided to Landlord. No Transfer will release Transferor (or any prior Transferor) Tenant of Tenant’s obligations under this Lease or alter the primary liability of Transferor (or any prior Transferor) Tenant to pay the Rent and to perform all other obligations to be performed by Tenant hereunderhereunder but shall operate to transfer all rights of Tenant hereunder to the prospective assignee or such rights set forth in the agreement between such assignee or sublessee and Tenant. Landlord may require that Transferee remit any sublease shall provide that if Landlord gives said sublessee written notice that Tenant is in default (beyond the expiration of applicable notice and cure periods) under this Lease, said sublessee will thereafter make all payments due under the sublease directly to or as directed by Landlord, which payments will be credited against any payments due under this Lease. Tenant hereby irrevocably and unconditionally assigns to Landlord on all rents and other sums payable under any sublease of the Premises; provided, however, that Landlord hereby grants Tenant a monthly basislicense to collect all such rents and other sums so long as Tenant is not in default under this Lease (beyond the expiration of applicable notice and cure periods). Tenant shall, all monies due Transferor by said Transfereewithin ten (10) days after the execution and delivery of any assignment or sublease, deliver a duplicate original copy thereof to Landlord. Consent by Landlord to one Transfer will not be deemed consent to any subsequent Transfer. In the event of default by Transferee, any Transferee of Tenant or any successor of Tenant in the performance of any other of the terms hereof, Landlord may proceed directly against Transferor Tenant without the necessity of exhausting remedies against such Transferee or successor. If Except with respect to Permitted Transfers. Tenant effects a Transfer or requests the consent of Landlord to any Transfer (whether or not such Transfer is consummated), then, upon demand, and as a Transfer, Tenant will pay Landlord a review fee of $500.00, which shall include all condition precedent to Landlord’s attorneyconsideration of the proposed assignment or sublease. Tenant agrees to pay Landlord’s feesreasonable attorneys’ fees and administrative costs (whether attributable to Landlord’s in-house attorneys or paralegals or otherwise) and other costs incurred by Landlord in reviewing such proposed assignment or sublease, not to exceed Two Thousand Dollars ($2,000.00). Acceptance of the reimbursement of Landlord’s attorneys’ fees and costs shall in no event obligate Landlord to consent to any proposed Transfer.

Additional Conditions. A condition precedent to any Transfer will be the delivery to Landlord of evidence a true copy of insurance as required under the Lease and the correct legal name and notice address for the Transfereefully executed Transfer Agreement that does not differ materially from that provided pursuant to Section 7.2. Except in the case of a Permitted Transfer, as defined in Section 8.6 below, Tenant undertaking the transfer (“Transferor”) agrees to pay Landlord, as Additional Rent, 50 percent of all sums and other consideration payable paid to and for the benefit of Tenant by the Transferee in excess of the Rent payable under the Lease for the same period and portion of the Premises. In calculating excess Rent or other consideration which may be payable to Landlord under this paragraph, Tenant will be entitled to deduct a monthly amortization of commercially reasonable third party brokerage commissions and attorney’s fees and other amounts reasonably and actually expended by Tenant in connection with the Transfer Transfer, including a reasonable tenant improvement allowance for improvements permanently affixed to the portion of the Premises that is the subject of the Transfer, if acceptable written evidence of such expenditures is provided to Landlord. No Transfer will release Transferor (or any prior Transferor) of Tenant’s obligations under this Lease or alter the primary liability of Transferor Landlord’s Initials Tenant’s Initials (or any prior Transferor) to perform all obligations to be performed by Tenant hereunder. Landlord may require that Transferee remit directly to Landlord on a monthly basis, all monies due Transferor by said TransfereeLandlord under the terms of this Section. Consent by Landlord to one Transfer will not be deemed consent to any subsequent Transfer. In the event of default by Transferee, Tenant or any successor of Tenant in the performance of any other terms hereof, Landlord may proceed directly against Transferor (or any prior Transferor) without the necessity of exhausting remedies against Transferee or successor. If Tenant requests the consent of Landlord to a Transfer, Tenant will pay Landlord a review an administrative fee of Seven Hundred Fifty Dollars ($500.00, which shall include all Landlord’s attorney’s fees750.00) concurrent with the request.

Additional Conditions. A condition precedent to Xxxxxxxx’s consent to any Transfer of this Lease will be the delivery to Landlord of evidence a true copy of insurance as required under the Lease fully executed instrument of assignment, sublease, transfer or hypothecation, in form and the correct legal name and notice address for the Transfereesubstance reasonably satisfactory to Landlord. Except in the case of a Permitted Transfer, as defined in Section 8.6 below, Tenant undertaking the transfer (“Transferor”) Xxxxxx agrees to pay to Landlord, as Additional Rentadditional rent, 50 percent of all sums and other consideration payable to and for the benefit of Tenant by the Transferee assignee or sublessee in excess of the Rent rent payable under the this Lease for the same period and portion of the Premises. In calculating excess Rent rent or other consideration which may be payable to Landlord under this paragraphSection, Tenant will be entitled to deduct a monthly amortization of commercially reasonable third party brokerage commissions and attorney’s attorneys’ fees and other amounts reasonably and actually expended by Tenant Xxxxxx in connection with the Transfer such assignment or subletting if acceptable written evidence of such expenditures is provided to Landlord. No Transfer will release Transferor (or any prior Transferor) Tenant of Tenant’s obligations under this Lease or alter the primary liability of Transferor (or any prior Transferor) Tenant to pay the rent and to perform all other obligations to be performed by Tenant hereunder. Landlord may require that any Transferee remit directly to Landlord on a monthly basis, all monies due Transferor Tenant by said Transferee. Consent by Landlord to one Transfer will not be deemed consent to any subsequent Transfer. In the event of default by Transferee, any Transferee of Tenant or any successor of Tenant Xxxxxx in the performance of any other of the terms hereof, Landlord may proceed directly against Transferor Tenant without the necessity of exhausting remedies against such Transferee or successor. If Tenant effects a Transfer or requests the consent of Landlord to any Transfer (whether or not such Transfer is consummated), then, upon demand, and as a Transfercondition precedent to Landlord’s consideration of the proposed assignment or sublease, Tenant will Xxxxxx agrees to pay Landlord a review non-refundable administrative fee of One Thousand Dollars ($500.001,000.00), which shall include all plus Landlord’s attorney’s feesreasonable attorneys’ fees and costs and other costs incurred by Landlord in reviewing such proposed assignment or sublease.

Additional Conditions. A condition precedent to any Transfer will be the delivery to Landlord of evidence a true copy of insurance as required under the Lease and the correct legal name and notice address for the Transfereefully executed Transfer Agreement that does not differ materially from that provided pursuant to Section 7.2. Except in the case of a Permitted Transfer, as defined in Section 8.6 below, Tenant undertaking the transfer (“TransferorTRANSFEROR”) agrees to pay Landlord, as Additional Rent, 50 80 percent of all sums and other consideration payable to and for the benefit of Tenant by the Transferee in excess of the Rent payable under the Lease for the same period and portion of the Premises. In calculating excess Rent or other consideration which may be payable to Landlord under this paragraph, Tenant will be entitled to deduct a monthly amortization of commercially reasonable third party brokerage commissions and attorney’s fees and other amounts reasonably and actually expended by Tenant in connection with the Transfer if acceptable written evidence of such expenditures is provided to Landlord. No Transfer will release Transferor (or any prior Transferor) of Tenant’s obligations under this Lease or alter the primary liability of Transferor (or any prior Transferor) to perform all obligations to be performed by Tenant hereunder. Landlord may require that /s/ Landlord’s Initials Tenant’s Initials Transferee remit directly to Landlord on a monthly basis, all monies due clue Transferor by said Transferee. Consent by Landlord to one Transfer will not be deemed consent to any subsequent Transfer. In the event of default by Transferee, Tenant or any successor of Tenant in the performance of any other terms hereof, Landlord may proceed directly against Transferor (or any prior Transferor) without the necessity of exhausting remedies against Transferee or successor. If Tenant requests the consent of Landlord to a Transfer, Tenant will pay Landlord a review an administrative fee of Two Hundred Fifty Dollars ($500.00250.00) concurrent with the request, which shall include all plus Landlord’s reasonable attorney’s fees.

Additional Conditions. A condition precedent to Landlord’s consent to any Transfer of this Lease will be the delivery to Landlord of evidence a true copy of insurance as required under the Lease fully executed instrument of assignment, sublease, transfer or hypothecation, in form and the correct legal name and notice address for the Transfereesubstance reasonably satisfactory to Landlord. Except in the case of a Permitted Transfer, as defined in Section 8.6 below, Tenant undertaking the transfer (“Transferor”) agrees to pay to Landlord, as Additional Rentadditional rent, 50 fifty percent (50%) of all sums and other consideration payable to and for the benefit of Tenant by the Transferee in excess of the Rent rent payable under the this Lease for the same period and portion of the Premises. In calculating excess Rent rent or other consideration which may be payable to Landlord under this paragraphSection 14.4, Tenant will be entitled to deduct a monthly amortization of commercially reasonable third party brokerage commissions and attorney’s reasonable attorneys’ fees and other amounts reasonably and actually expended by Tenant in connection with the Transfer such assignment or subletting if acceptable written evidence of such expenditures is provided to Landlord. No Transfer will release Transferor (or any prior Transferor) Tenant of Tenant’s obligations under this Lease or alter the primary liability of Transferor (or any prior Transferor) Tenant to pay the rent and to perform all other obligations to be performed by Tenant hereunder. Landlord may require that any Transferee remit directly to Landlord on a monthly basis, all monies due Transferor Tenant by said Transferee, and each sublease shall provide that if Landlord gives the sublessee written notice that Tenant is in default under this Lease, the sublessee will thereafter make all payments due under the sublease directly to or as directed by Landlord, which payments will be credited against any payments due under this Lease. Tenant shall, within ten (10) days after the execution and delivery of any assignment or sublease, deliver a duplicate original copy thereof to Landlord. Consent by Landlord to one Transfer will not be deemed consent to any subsequent Transfer. In the event of default by Transferee, any Transferee of Tenant or any successor of Tenant in the performance of any other of the terms hereof, Landlord may proceed directly against Transferor Tenant without the necessity of exhausting remedies against such Transferee or successor. If Tenant effects a Transfer or requests the consent of Landlord to any Transfer (whether or not such Transfer is consummated), then, upon demand, and as a condition precedent to Landlord’s consideration of the proposed Transfer, Tenant will agrees to pay Landlord a review non-refundable administrative fee of Five Hundred Dollars ($500.00), which shall include all plus Landlord’s attorneyreasonable attorneys’ fees, and other costs incurred by Landlord in reviewing such proposed Transfer (whether attributable to Landlord’s feesin-house attorneys or paralegals or otherwise). Acceptance of the Five Hundred Dollar ($500.00) administrative fee shall in no event obligate Landlord to consent to any proposed Transfer.

Additional Conditions. A condition precedent to Landlord's consent to any Transfer of this Lease will be the delivery to Landlord of evidence a true copy of insurance as required under the Lease fully executed instrument of assignment, sublease, transfer or hypothecation, in form and the correct legal name and notice address for the Transfereesubstance reasonably satisfactory to Landlord. Except in the case of a Permitted Transfer, as defined in Section 8.6 below, Tenant undertaking the transfer (“Transferor”) agrees to pay to Landlord, as Additional Rentadditional rent, 50 fifty percent (50%) of all sums and other consideration payable to and for the benefit of Tenant by the Transferee assignee or sublessee in excess of the Rent rent payable under the this Lease for the same period and portion of the Premises. In calculating excess Rent rent or other consideration which may be payable to Landlord under this paragraphSection, Tenant will be entitled to deduct a monthly amortization of commercially reasonable third party brokerage commissions and attorney’s attorneys' fees and other amounts reasonably and actually expended by Tenant in connection with the Transfer such assignment or subletting if acceptable written evidence of such expenditures is provided to Landlord. No Transfer will release Transferor (or any prior Transferor) Tenant of Tenant’s 's obligations under this Lease or alter the primary liability of Transferor (or any prior Transferor) Tenant to pay the rent and to perform all other obligations to be performed by Tenant hereunder. Landlord may require that any Transferee remit directly to Landlord on a monthly basis, all monies due Transferor Tenant by said Transferee. Consent by Landlord to one Transfer will not be deemed consent to any subsequent Transfer. In the event of default by Transferee, any Transferee of Tenant or any successor of Tenant in the performance of any other of the terms hereof, Landlord may proceed directly against Transferor Tenant without the necessity of exhausting remedies against such Transferee or successor. If Tenant effects a Transfer or requests the consent of Landlord to any Transfer (whether or not such Transfer is consummated), then, upon demand, and as a Transfercondition precedent to Landlord's consideration of the proposed assignment or sublease, Tenant will agrees to pay Landlord a review non-refundable administrative fee of Five Hundred Dollars ($500.00), which shall include all plus Landlord’s attorney’s fees's reasonable attorneys' fees and costs and other costs incurred by Landlord in reviewing such proposed assignment or sublease not to exceed $1,000.00 for any Transfer.

Additional Conditions. A As a condition precedent to Xxxxxxxx's consent to any Transfer will be the delivery Transfer, Tenant shall deliver to Landlord a true copy of evidence the fully executed instrument of insurance as required under the Lease assignment, sublease, transfer or hypothecation, in form and the correct legal name and notice address for the Transfereesubstance reasonably satisfactory to Landlord. Except in the case of a Permitted Transfer, as defined in Section 8.6 below, Tenant undertaking the transfer (“Transferor”) agrees shall pay to pay Landlord, as Additional Rentadditional rent, 50 percent of all sums and other consideration payable to and for the benefit of Tenant by the Transferee in excess of the Rent rent payable under the this Lease for the same period and portion of the Premises. In calculating excess Rent rent or other consideration which may be payable to Landlord under this paragraph, Section. Tenant will be entitled to deduct a monthly amortization of commercially reasonable third party brokerage commissions and attorney’s attorneys' fees and other amounts reasonably and actually expended by Tenant Xxxxxx in connection with the Transfer such assignment or subletting if acceptable written evidence of such expenditures is provided to Landlord. No Transfer will release Transferor (or any prior Transferor) Tenant of Tenant’s 's obligations under this Lease or alter the primary liability of Transferor (or any prior Transferor) Tenant to pay the rent and to perform all other obligations to be performed by Tenant hereunderunder this Lease. Landlord may require that any Transferee remit directly to Landlord on a monthly basis, basis all monies due Transferor Tenant by said Transferee. Consent by Landlord to one Transfer will not be deemed consent to any subsequent Transfer. In the event If any Transferee of default by Transferee, Tenant or any successor of Tenant Xxxxxx defaults in the performance of any other of the terms hereofof this Lease, Landlord may proceed directly against Transferor Tenant without the necessity of exhausting remedies against such Transferee or successor. If Tenant effects a Transfer or requests the consent of Landlord to any Transfer (whether or not such Transfer is consummated), then, upon demand, and as a Transfercondition precedent to Landlord's consideration of the proposed assignment or sublease, Tenant will shall pay Landlord a review nonrefundable administrative fee of One Thousand Dollars ($500.001,000.00), which plus Landlord's reasonable attorneys' fees and costs and other costs incurred by Landlord in reviewing such proposed assignment or sublease. Notwithstanding any contrary provision of this Lease, if Tenant or any proposed Transferee claims that Landlord has unreasonably withheld or delayed its consent to a proposed Transfer or otherwise has breached its obligations under this Section 18, Xxxxxx's and such Transferee's only remedy shall include be to seek a declaratory judgment or injunctive relief, and Tenant, on behalf of itself and, to the extent permitted by law, such proposed Transferee, waives all other remedies against Landlord’s attorney’s fees, including without limitation, the right to seek monetary damages or to terminate this Lease.

Additional Conditions. A condition precedent to Landlord's consent to any Transfer of this Lease will be the delivery to Landlord of evidence a true copy of insurance as required under the Lease fully executed instrument of assignment, sublease, transfer or hypothecation, in form and the correct legal name and notice address for the Transfereesubstance reasonably satisfactory to Landlord. Except in the case of a Permitted Transfer, as defined in Section 8.6 below, Tenant undertaking the transfer (“Transferor”) agrees to pay to Landlord, as Additional Rentadditional rent, 50 percent of all sums and other consideration payable to and for the benefit of Tenant by the Transferee assignee or sublessee in excess of the Rent rent payable under the this Lease for the same period and portion of the Premises. In calculating excess Rent rent or other consideration which may be payable to Landlord under this paragraph, Tenant will be entitled to deduct a monthly amortization of commercially reasonable third party brokerage commissions and attorney’s attorneys' fees and other amounts reasonably and actually expended by Tenant in connection with the Transfer such assignment or subletting if acceptable written evidence of such expenditures is provided to Landlord. No Transfer will release Transferor (or any prior Transferor) Tenant of Tenant’s 's obligations under this Lease or alter the primary liability of Transferor (or any prior Transferor) Tenant to pay the rent and to perform all other obligations to be performed by Tenant hereunder. Landlord may require that any Transferee remit directly to Landlord on a monthly basis, all monies due Transferor Tenant by said Transferee. Consent by Landlord to one Transfer will not be deemed consent to any subsequent Transfer. In the event of default by Transferee, any Transferee of Tenant or any successor of Tenant in the performance of any other of the terms hereof, Landlord may proceed directly against Transferor Tenant without the necessity of exhausting remedies against such Transferee or successor. If Tenant effects a Transfer or requests the consent of Landlord to a Transferany Transfer (whether or not such Transfer is consummated), then, upon demand, Tenant will agrees to pay Landlord a review non-refundable administrative fee of Two Hundred Fifty Dollars ($500.00250.00), which shall include all plus Landlord’s attorney’s 's reasonable attorneys' fees.

Additional Conditions. A condition precedent to Lessor's consent to any Transfer of this Lease will be the delivery to Landlord Lessor or a true copy of evidence the fully executed instrument of insurance as required under the Lease assignment, sublease, transfer or hypothecation, in form and the correct legal name and notice address for the Transfereesubstance reasonably satisfactory to Lessor. Except in the case of a Permitted Transfer, as defined in Section 8.6 below, Tenant undertaking the transfer (“Transferor”) Lessee agrees to pay Landlordto Lessor, as Additional Rentadditional rent, 50 percent of all sums and other consideration payable to and for the benefit of Tenant Lessee by the Transferee assignee or sublessee in excess of the Rent rent payable under the this Lease for the same period and portion of the Premises. In calculating excess Rent rent or other consideration which may be payable to Landlord Lessor under this paragraph, Tenant Lessee will be entitled to deduct a monthly amortization of commercially reasonable third party brokerage commissions and attorney’s attorneys' fees and other amounts reasonably and actually expended by Tenant Lessee in connection with the Transfer such assignment or subletting if acceptable written evidence of such expenditures is provided to LandlordLessor. No Transfer will release Transferor (or any prior Transferor) Lessee of Tenant’s Lessee's obligations under this Lease or alter the primary liability of Transferor (or any prior Transferor) Lessees to pay the rent and to perform all other obligations to be performed by Tenant Lessee hereunder. Landlord Lessor may require that any Transferee (i) remit directly to Landlord Lessor on a monthly basis, all monies due Transferor Lessee by said TransfereeTransferee and (ii) assume the obligations of Lessee hereunder occurring after the date of transfer. Consent by Landlord Lessor to one Transfer will not be deemed consent to any subsequent Transfer. In the event of default by Transferee, Tenant any Transferee of Lessee or any successor of Tenant Lessee in the performance of any other of the terms hereof, Landlord Lessor may proceed directly against Transferor Lessee without the necessity of exhausting remedies against such Transferee or successor. If Tenant Lessee effects a Transfer or requests the consent of Landlord Lessor to any Transfer (whether or not such Transfer is consummated), then, upon demand, Lessee agrees to pay Lessor a Transfer, Tenant will pay Landlord a review non-refundable administrative fee of Two Hundred Fifty Dollars ($500.00250.00), which shall include all Landlord’s attorney’s plus Lessor's reasonable attorneys' fees.

Additional Conditions. A condition precedent to Landlord's consent to any Transfer of this Lease will be the delivery to Landlord of evidence a true copy of insurance as required under the Lease fully executed instrument of assignment, sublease, transfer or hypothecation, in form and substance reasonably satisfactory to Landlord. With respect to a Transfer pursuant to which Tenant subleases a portion of the correct legal name and notice address Premises for a period that expires prior to the Transferee. Except in last twelve (12) months of the case of a Permitted Transfer, as defined in Section 8.6 belowinitial Term or any Option Period(s) (if applicable), Tenant undertaking the transfer (“Transferor”) agrees to pay to Landlord, as Additional Rentadditional rent, 50 on a monthly basis, fifty percent (50%) of all sums and other consideration payable paid to and for the benefit of Tenant by the Transferee sublessee in excess of the Rent payable under the this Lease for the same period and portion of the Premises. In calculating excess Rent rent or other consideration which may be payable to Landlord under this paragraphSection, Tenant will be entitled to deduct a monthly amortization of commercially reasonable third party brokerage commissions and attorney’s attorneys' fees (including those fees and costs required to be reimbursed to Landlord as provided below) and other amounts reasonably and actually expended by Tenant in connection with such subletting including, without limitation, (i) the Transfer costs of any changes, alterations and improvements to the Premises in connection with the Transfer, (ii) any space planning, architectural or design fees or expenses incurred in marketing such space or in connection with such Transfer, (iii) any improvement allowance or other monetary concessions provided to the Transferee, (iv) any lease takeover cost incurred by Tenant in connection with the Transfer, and (v) out-of-pocket costs of advertising the space which is the subject of the Transfer, if acceptable written evidence of such expenditures is provided to Landlord. No Except for an assignment by Tenant of its entire interest in this Lease to a Permitted Non-Affiliate Assignee (as defined in Section 14.6 below) who, by operation of law or express agreement, assumes all of Tenant's obligations under this Lease, no Transfer will release Transferor (or any prior Transferor) Tenant of Tenant’s 's obligations under this Lease or alter the primary liability of Transferor (or any prior Transferor) Tenant to pay the Rent and to perform all other obligations to be performed by Tenant hereunder. Landlord may require that any Transferee remit directly to Landlord on a monthly basis, all monies due Transferor Tenant by said Transferee, and each sublease shall provide that if Landlord gives said sublessee written notice that Tenant is in default under this Lease beyond any applicable notice and cure period, said sublessee will thereafter make all payments due under the sublease directly to or as directed by Landlord, which payments will be credited against any payments due under this Lease. Tenant hereby irrevocably and unconditionally assigns to Landlord all rents and other sums payable under any sublease of the Premises; provided, however, that Landlord hereby grants Tenant a license to collect all such rents and other sums so long as Tenant is not in default under this Lease. Tenant shall, within ten (10) days after the execution and delivery of any assignment or sublease, deliver a copy thereof to Landlord. Consent by Landlord to one Transfer will not be deemed consent to any subsequent Transfer. In the event of default by Transferee, any Transferee of Tenant or any successor of Tenant (except for a Permitted Non-Affiliate Assignee (as defined in Section 14.6 below) who, by operation of law or express agreement, assumes all of Tenant's obligations under this Lease) in the performance of any other of the terms hereof, Landlord may proceed directly against Transferor Tenant without the necessity of exhausting remedies against such Transferee or successor. If Tenant effects a Transfer or requests the consent of Landlord to a Transferany Transfer (whether or not such Transfer is consummated), then, within thirty (30) days after Tenant's receipt of written demand from Landlord, Tenant will agrees to pay Landlord a review non-refundable administrative fee of Five Hundred Dollars ($500.00), plus Landlord's reasonable attorneys' fees and costs and other costs incurred by Landlord in reviewing such proposed assignment or sublease (which fees and costs shall include in no event exceed $1,500.00 per proposed Transfer). Notwithstanding any contrary provision of this Lease, if Tenant or any proposed Transferee claims that Landlord has unreasonably withheld or delayed its consent to a proposed Transfer or otherwise has breached its obligations under this Section 14, Tenant's and such Transferee's only remedy shall be to seek a declaratory judgment, injunctive relief, and/or monetary damages, and Tenant waives all other remedies against Landlord’s attorney’s fees, including without limitation, the right to terminate this Lease.

Additional Conditions. A condition precedent to Landlord's consent to any Transfer of this Lease will be the delivery to Landlord of evidence a true copy of insurance as required under the Lease fully executed instrument of assignment, sublease, transfer or hypothecation, in form and the correct legal name and notice address for the Transfereesubstance reasonably satisfactory to Landlord. Except in the case of a Permitted Transfer, as defined in Section 8.6 below, Tenant undertaking the transfer (“Transferor”) agrees to pay to Landlord, as Additional Rentadditional rent, 50 fifty percent (50%) of all sums and other consideration payable to and for received by Tenant from the benefit of Tenant by the Transferee assignee or sublessee in excess of the Rent payable under the this Lease for the same period and portion of the PremisesPremises ("Transfer Premium"). In calculating excess Rent or other consideration which may be payable to Landlord under this paragraphSection 14.4, Tenant will be entitled to deduct a monthly amortization of commercially reasonable third party brokerage commissions and attorney’s fees attorneys' fees, costs of cleaning, decommissioning or otherwise preparing the Premises for such assignment or subletting, any out-of-pocket sublease rental incentives (specifically excluding abated rent), tenant improvement allowances and other amounts reasonably and actually expended by Tenant in connection with the Transfer such assignment or subletting if acceptable written evidence of such expenditures is provided to Landlord. No Transfer will release Transferor (or any prior Transferor) Tenant of Tenant’s 's obligations under this Lease or alter the primary liability of Transferor (or any prior Transferor) Tenant to pay the Rent and to perform all other obligations to be performed by Tenant hereunder. Landlord may require that any Transferee remit directly to Landlord on a monthly basis, all monies due Transferor Tenant by said Transferee, and each sublease shall provide that if Landlord gives said sublessee written notice that Tenant is in default under this Lease after expiration of all applicable notice and cure periods, said sublessee will thereafter make all payments due under the sublease directly to or as directed by Landlord, which payments will be credited against any payments due under this Lease. Tenant hereby irrevocably and unconditionally assigns to Landlord all rents and other sums payable under any sublease of the Premises; provided, however, that Landlord hereby grants Tenant a license to collect all such rents and other sums so long as Tenant is not in default under this Lease. Tenant shall, within ten (10) days after the execution and delivery of any assignment or sublease other than a Permitted Transfer, deliver a duplicate original copy thereof to Landlord. Consent by Landlord to one Transfer will not be deemed consent to any subsequent Transfer. In the event of default by Transferee, any Transferee of Tenant or any successor of Tenant in the performance of any other of the terms hereof, Landlord may proceed directly against Transferor Tenant without the necessity of exhausting remedies against such Transferee or successor. If Tenant effects a Transfer or requests the consent of Landlord to any Transfer (whether or not such Transfer is consummated), then, as a Transfercondition precedent to Landlord's consideration of the proposed assignment or sublease, Tenant will agrees to pay Landlord a review non-refundable administrative fee of One Thousand Five Hundred Dollars ($500.001,500.00), plus Landlord's reasonable attorneys' fees and costs (whether attributable to Landlord's in-house attorneys or paralegals or otherwise) and other out-of-pocket costs incurred by Landlord in reviewing such proposed assignment or sublease, the total of which not to exceed Three Thousand Five Hundred Dollars ($3,500.00) per proposed Transfer. Acceptance of the administrative fee and/or reimbursement of Landlord's attorneys' fees and costs shall include all Landlord’s attorney’s feesin no event obligate Landlord to consent to any proposed Transfer.

Additional Conditions. A condition precedent to Landlord’s consent to any Transfer of this Lease will be the delivery to Landlord of evidence a true copy of insurance as required under the Lease fully executed instrument of assignment, sublease, transfer or hypothecation, in form and the correct legal name and notice address for the Transfereesubstance reasonably satisfactory to Landlord. Except in the case of a Permitted Transfer, as defined in Section 8.6 below, Tenant undertaking the transfer (“Transferor”) agrees to pay to Landlord, as Additional Rentadditional rent, 50 percent of all sums and other consideration payable to and for the benefit of Tenant by the Transferee assignee or sublessee in excess of the Rent rent payable under the this Lease for the same period and portion of the Premises. In calculating excess Rent rent or other consideration which may be payable to Landlord under this paragraph, Tenant will be entitled to deduct a monthly amortization of commercially reasonable third party brokerage commissions and attorney’s attorneys’ fees and other amounts reasonably and actually expended by Tenant in connection with the Transfer such assignment or subletting if acceptable written evidence of such expenditures is provided to Landlord. No Transfer will release Transferor (or any prior Transferor) Tenant of Tenant’s obligations under this Lease or alter the primary liability of Transferor (or any prior Transferor) Tenant to pay the rent and to perform all other obligations to be performed by Tenant hereunder. Landlord may require that any Transferee remit directly to Landlord on a monthly basis, all monies moneys due Transferor Tenant by said Transferee. Consent by Landlord to one Transfer will not be deemed consent to any subsequent Transfer. In the event of default by Transferee, any Transferee of Tenant or any successor of Tenant in the performance of any other of the terms hereof, Landlord may proceed directly against Transferor Tenant without the necessity of exhausting remedies against such Transferee or successor. If Tenant effects a Transfer or requests the consent of Landlord to a Transferany Transfer (whether or not such Transfer is consummated), then, upon demand, Tenant will agrees to pay Landlord a review nonrefundable administrative fee of not more than Five Hundred Dollars ($500.00), which shall include all plus Landlord’s attorney’s reasonable attorneys’ fees.

Additional Conditions. A condition precedent to any Transfer will be the delivery to Landlord of evidence a true copy of insurance as required under the Lease and the correct legal name and notice address for the Transfereefully executed Transfer Agreement that does not differ materially from that provided pursuant to Section 7.2. Except in the case of a Permitted Transfer, as defined in Section 8.6 below, Tenant undertaking the transfer (“Transferor”"TRANSFEROR") agrees to pay Landlord, as Additional Rent, 50 80 percent of all sums and other consideration payable to and for the benefit of Tenant by the Transferee in excess of the Rent payable under the Lease for the same period and portion of the Premises. In calculating excess Rent or other consideration which may be payable to Landlord under this paragraph, Tenant will be entitled to deduct a monthly amortization of commercially reasonable third party brokerage commissions and attorney’s 's fees and other amounts reasonably and actually expended by Tenant in connection with the Transfer if acceptable written evidence of such expenditures is provided to Landlord. No Transfer will release Transferor (or any prior Transferor) of Tenant’s 's obligations under this Lease or alter the primary liability of Transferor (or any prior Transferor) to perform all obligations to be performed by Tenant hereunder. Landlord may require that /s/ --------------------- ------------------- Landlord's Initials Tenant's Initials Transferee remit directly to Landlord on a monthly basis, all monies due clue Transferor by said Transferee. Consent by Landlord to one Transfer will not be deemed consent to any subsequent Transfer. In the event of default by Transferee, Tenant or any successor of Tenant in the performance of any other terms hereof, Landlord may proceed directly against Transferor (or any prior Transferor) without the necessity of exhausting remedies against Transferee or successor. If Tenant requests the consent of Landlord to a Transfer, Tenant will pay Landlord a review an administrative fee of Two Hundred Fifty Dollars ($500.00250.00) concurrent with the request, which shall include all plus Landlord’s 's reasonable attorney’s 's fees.

Additional Conditions. A condition precedent to Landlord's consent to any Transfer transfer of this Lease will be the delivery to Landlord of evidence a true copy of insurance as required under the Lease fully executed instrument of assignment, sublease, transfer or hypothecation in form and the correct legal name and notice address for the Transfereesubstance reasonably satisfactory to Landlord. Except in the case of a Permitted Transfer, as defined in Section 8.6 below, Tenant undertaking the transfer (“Transferor”) agrees to pay Landlord, to Landlord as Additional Rent, 50 percent of additional rent all sums and other consideration payable to and for the benefit of Tenant by the Transferee assignee or sublessee in excess of the Rent rent payable under the this Lease for the same period and portion of the Premises. In calculating excess Rent rent or other consideration which may be payable to Landlord under this paragraph, paragraph Tenant will be entitled to deduct a monthly amortization of commercially reasonable third party brokerage commissions and attorney’s attorneys fees and other amounts reasonably and actually expended by Tenant in connection with the Transfer such assignment or subletting if acceptable written evidence of such expenditures is provided to Landlord. No Transfer will release Transferor (or any prior Transferor) Tenant of Tenant’s 's obligations under this This Lease or alter the primary liability of Transferor (or any prior Transferor) Tenant to pay the rent and to perform all other obligations to be performed by Tenant hereunder. Landlord may require that any Transferee remit directly to Landlord on a monthly basis, basis all monies due Transferor Tenant by said Transferee. Consent by Landlord to one Transfer will not be deemed consent to any subsequent Transfer. In the event of default by Transferee, any Transferee of Tenant or any successor of Tenant in the performance of any other of the terms hereof, Landlord may proceed directly against Transferor Tenant without the necessity of exhausting remedies against such Transferee or successor. If Tenant effects a Transfer or requests the consent of Landlord to a Transferany Transfer (whether or not such Transfer is consummated), then, upon demand, Tenant will agrees to pay Landlord a review non- refundable administrative fee of not less than One Hundred Dollars ($500.00100.00) and actual expenses incurred, which shall include all plus Landlord’s attorney’s 's reasonable attorneys' fees.

Additional Conditions. A condition precedent to Landlord's consent to any Transfer of this Lease will be the delivery to Landlord of evidence a true copy of insurance as required under the Lease fully executed instrument of assignment, sublease, transfer or hypothecation, in form and the correct legal name and notice address for the Transfereesubstance reasonably satisfactory to Landlord. Except in the case of a Permitted Transfer, as defined in Section 8.6 below, Tenant undertaking the transfer (“Transferor”) agrees to pay to Landlord, as Additional Rentadditional rent, 50 percent of all sums and other consideration payable to and for the benefit of Tenant by the Transferee in excess of the Rent rent payable under the this Lease for the same period and portion of the Premises. In calculating excess Rent rent or other consideration which may be payable to Landlord under this paragraphSection 14.4, Tenant will be entitled to deduct a monthly amortization of commercially reasonable third party brokerage commissions and attorney’s attorneys' fees and other amounts reasonably and actually expended by Tenant in connection with the Transfer such assignment or subletting if acceptable written evidence of such expenditures is provided to Landlord. No Transfer will release Transferor (or any prior Transferor) Tenant of Tenant’s 's obligations under this Lease or alter the primary liability of Transferor (or any prior Transferor) Tenant to pay the rent and to perform all other obligations to be performed by Tenant hereunder. Landlord may require that any Transferee remit directly to Landlord on a monthly basis, all monies due Transferor Tenant by said Transferee, and each sublease shall provide that if Landlord gives the sublessee written notice that Tenant is in default under this Lease, the sublessee will thereafter make all payments due under the sublease directly to or as directed by Landlord, which payments will be credited against any payments due under this Lease. Tenant hereby irrevocably and unconditionally assigns to Landlord all rents and other sums payable under any sublease of the Premises; provided, however, that Landlord hereby grants Tenant a license to collect all such rents and other sums so long as Tenant is not in default under this Lease. Tenant shall, within ten (10) days after the execution and delivery of any assignment or sublease, deliver a duplicate original copy thereof to Landlord. Consent by Landlord to one Transfer will not be deemed consent to any subsequent Transfer. In the event of default by Transferee, any Transferee of Tenant or any successor of Tenant in the performance of any other of the terms hereof, Landlord may proceed directly against Transferor Tenant without the necessity of exhausting remedies against such Transferee or successor. If Tenant effects a Transfer or requests the consent of Landlord to any Transfer (whether or not such Transfer is consummated), then, upon demand, and as a Transfercondition precedent to Landlord's consideration of the proposed assignment or sublease, Tenant will agrees to pay Landlord a review non-refundable administrative fee of Five Hundred Dollars ($500.00), which plus Landlord's reasonable attorneys' fees and other costs incurred by Landlord in reviewing such proposed assignment or sublease (whether attributable to Landlord's in-house attorneys or paralegals or otherwise). Acceptance of the Five Hundred Dollar ($500.00) administrative fee and/or reimbursement of Landlord's attorneys' and/or paralegal fees shall include in no event obligate Landlord to consent to any proposed Transfer. Notwithstanding any contrary provision of this Lease, if Tenant or any proposed Transferee claims that Landlord has unreasonably withheld or delayed its consent to a proposed Transfer or otherwise has breached its obligations under this Section 14, Tenant's and such Transferee's only remedy shall be to seek a declaratory judgment and/or injunctive relief, and Tenant, on behalf of itself and, to the extent permitted by law, such proposed Transferee waives all other remedies against Landlord’s attorney’s fees, including without limitation, the right to seek monetary damages or to terminate this Lease.

Additional Conditions. A condition precedent to Landlord’s consent to any Transfer of this Lease will be the delivery to Landlord of evidence a true copy of insurance as required under the Lease fully executed instrument of assignment, sublease, transfer or hypothecation, in form and the correct legal name and notice address for the Transferee. Except in the case of a Permitted Transfer, as defined in Section 8.6 below, substance reasonably satisfactory to Landlord Tenant undertaking the transfer (“Transferor”) agrees to pay to Landlord, as Additional Rentadditional rent, 50 fifty percent (50%) of all sums and other consideration payable to and for the benefit of Tenant by the Transferee assignee or sublessee in excess of the Rent rent payable under the this Lease for the same period and portion of the Premises. Premises In calculating excess Rent rent or other consideration which may be payable to Landlord under this paragraphSection, Tenant will be entitled to deduct a monthly amortization of commercially reasonable third party brokerage commissions and attorney’s attorneys’ fees and other amounts reasonably and actually expended by Tenant in connection with the Transfer such assignment or subletting if acceptable written evidence of such expenditures is provided to Landlord. Landlord No Transfer will release Transferor (or any prior Transferor) Tenant of Tenant’s obligations under this Lease or alter the primary liability of Transferor (or any prior Transferor) Tenant to pay the Rent and to perform all other obligations to be performed by Tenant hereunder. Landlord hereunder landlord may require that any Transferee remit directly to Landlord on a monthly basis, all monies due Transferor Tenant by said Transferee, and each sublease shall provide that if Landlord gives said sublessee written notice that Tenant is in default under this Lease, said sublessee will thereafter make all payments due under the sublease directly to or as directed by Landlord, which payments will be credited against any payments due under this Lease. Tenant hereby irrevocably and unconditionally assigns to Landlord all rents and other sums payable under any sublease of the Premises, provided, however, that Landlord hereby grants Tenant a license to collect all such rents and other sums so long as Tenant is not In default under this Lease Tenant shall, within ten (10) days after the execution and delivery of any assignment or sublease, deliver a duplicate original copy thereof to Landlord. Consent by Landlord to one Transfer will not be deemed consent to any subsequent Transfer. In the event of default by Transferee, any Transferee of Tenant or any successor of Tenant in the performance of any other of the terms hereof, Landlord may proceed directly against Transferor Tenant without the necessity of exhausting remedies against such Transferee or successor. successor If Tenant effects a Transfer or requests the consent of Landlord to any Transfer (whether or not such Transfer is consummated), then, upon demand, and as a Transfercondition precedent to Landlord’s consideration of the proposed assignment or sublease, Tenant will agrees to pay Landlord a review non-refundable administrative fee of Five Hundred Dollars ($500.00), which shall include all plus Landlord’s attorneyreasonable attorneys’ fees and costs and other costs incurred by Landlord in reviewing such proposed assignment or sublease Notwithstanding any contrary provision cleft Lease, if Tenant or any proposed Transferee claims that Landlord has unreasonably withheld or delayed its consent to a proposed Transfer or otherwise has breathed its obligations under this Section 14, Tenants and such Transferee’s fees.only remedy shall be to seek a declaratory judgment and/or injunctive relief, and Tenant, on behalf of itself and, to the extent permitted by law, such proposed Transferee waives, unless Landlord’s consent was withheld in bad faith, all other remedies against Landlord, including without limitation, the right to seek monetary damages or to terminate this Lease

Additional Conditions. A condition precedent to Landlord's consent to any Transfer of this Lease will be the delivery to Landlord of evidence a true copy of insurance as required under the Lease fully executed instrument of assignment, sublease, transfer or hypothecation, in form and the correct legal name and notice address for the Transfereesubstance reasonably satisfactory to Landlord. Except in the case of a Permitted Transfer, as defined in Section 8.6 below, Tenant undertaking the transfer (“Transferor”) agrees to pay to Landlord, as Additional Rentadditional rent, 50 fifty percent (50%) of all sums and other consideration payable to and for the benefit of Tenant by the Transferee assignee or sublessee in excess of the Rent rent payable under the this Lease for the same period and portion of the Premises. In calculating excess Rent rent or other consideration which may be payable to Landlord under this paragraphSection, Tenant will be entitled to deduct a monthly amortization of commercially reasonable third party brokerage commissions and attorney’s attorneys' fees and other amounts reasonably and actually expended by Tenant in connection with the Transfer such assignment or subletting if acceptable written evidence of such expenditures is provided to Landlord. No Transfer will release Transferor (or any prior Transferor) Tenant of Tenant’s 's obligations under this Lease or alter the primary liability of Transferor (or any prior Transferor) Tenant to pay the Rent and to perform all other obligations to be performed by Tenant hereunder. Landlord may require that any Transferee remit directly to Landlord on a monthly basis, all monies due Transferor Tenant by said Transferee, and each sublease shall provide that if Landlord gives said sublessee written notice that Tenant is in default under this Lease, said sublessee will thereafter make all payments due under the sublease directly to or as directed by Landlord, which payments will be credited against any payments due under this Lease. Tenant hereby irrevocably and unconditionally assigns to Landlord all rents and other sums payable under any sublease of the Premises; provided, however, that Landlord hereby grants Tenant a license to collect all such rents and other sums so long as Tenant is not in default under this Lease. Tenant shall, within ten (10) days after the execution and delivery of any assignment or sublease, deliver a duplicate original copy thereof to Landlord. Consent by Landlord to one Transfer will not be deemed consent to any subsequent Transfer. In the event of default by Transferee, any Transferee of Tenant or any successor of Tenant in the performance of any other of the terms hereof, Landlord may proceed directly against Transferor Tenant without the necessity of exhausting remedies against such Transferee or successor. If Tenant effects a Transfer or requests the consent of Landlord to any Transfer (whether or not such Transfer is consummated), then, upon demand, and as a Transfercondition precedent to Landlord's consideration of the proposed assignment or sublease, Tenant will agrees to pay Landlord a review non-refundable administrative fee of Five Hundred Dollars ($500.00), which plus Landlord's reasonable attorneys' fees and costs and other costs incurred by Landlord in reviewing such proposed assignment or sublease. Notwithstanding any contrary provision of this Lease, if Tenant or any proposed Transferee claims that Landlord has unreasonably withheld or delayed its consent to a proposed Transfer or otherwise has breached its obligations under this Section 14, Tenant's and such Transferee's only remedy shall include be to seek a declaratory judgment and/or injunctive relief, and Tenant, on behalf of itself and, to the extent permitted by law, such proposed Transferee waives, unless Landlord's consent was withheld in bad faith, all other remedies against Landlord’s attorney’s fees, including without limitation, the right to seek monetary damages or to terminate this Lease.

Additional Conditions. A condition precedent to Lessor’s consent to any Transfer of this Lease will be the delivery to Lessor or a true copy of the fully executed instrument of assignment, sublease, transfer or hypothecation, in form and substance reasonably satisfactory to Lessor. Tenant shall pay to Landlord monthly, as additional rent, at the same time as the monthly installments of evidence of insurance as required under Rent are payable hereunder, any consideration paid by the Lease and the correct legal name and notice address Transferee for the Transferee. Except Transfer, including, in the case of a Permitted Transfersublease, as defined in Section 8.6 below, Tenant undertaking the transfer excess of fifty percent (“Transferor”50%) agrees to pay Landlord, as Additional Rent, 50 percent of all sums the rent and other consideration payable to and for the benefit of Tenant by the Transferee in excess subtenant over the amount of the Base Rent and Additional Rent payable under hereunder applicable to the Lease for the same period and subleased space; provided that Tenant’s obligation to pay such portion of the Premises. In calculating excess Rent or other Transfer consideration which may be payable to Landlord under this paragraphshall not arise until Tenant has recovered from such excess Transfer consideration, Tenant will be entitled to deduct a monthly amortization of commercially reasonable third party brokerage commissions and attorneyTenant’s fees and other amounts reasonably and actually expended by Tenant in connection with the Transfer if acceptable written evidence expenses on account of such expenditures is Transfer (which shall be limited to reasonable advertising costs, costs of tenant improvements provided to Landlordby Tenant, brokerage commissions, and reasonable legal fees.). No Transfer will release Transferor (or any prior Transferor) Lessee of TenantLessee’s obligations under this Lease or alter the primary liability of Transferor (or any prior Transferor) Lessees to pay the rent and to perform all other obligations to be performed by Tenant Lessee hereunder. Landlord Lessor may require that any Transferee (i) remit directly to Landlord Lessor on a monthly basis, all monies due Transferor Lessee by said TransfereeTransferee and (ii) assume the obligations of Lessee hereunder occurring after the date of transfer. Consent by Landlord Lessor to one Transfer will not no be deemed consent to any subsequent Transfer. In the event of default by Transferee, Tenant any Transferee of Lessee or any successor of Tenant Lessee in the performance of any other of the terms hereof, Landlord Lessor may proceed directly against Transferor Lessee without the necessity of exhausting remedies against such Transferee or successor. If Tenant Lessee affects a Transfer or requests the consent of Landlord Lessor to any Transfer (whether or not such Transfer is consummated), then, upon demand, Lessee agrees to pay Lessor a Transfer, Tenant will pay Landlord a review non-refundable administrative fee of Two Hundred Fifty Dollars ($500.00250.00), which shall include all Landlordplus Lessor’s attorney’s reasonable attorneys’ fees.

Additional Conditions. A condition precedent to any Transfer will be --------------------- the delivery to Landlord of evidence a true copy of insurance as required under the Lease and the correct legal name and notice address for the Transfereefully executed Transfer Agreement that does not differ materially from that provided pursuant to Section 7.2. Except in the case of a Permitted Transfer, as defined in Section 8.6 below, Tenant undertaking the transfer (“"Transferor”") agrees to pay Landlord, as Additional Rent, 50 80 percent of all sums and other consideration payable to and for the benefit of Tenant by the Transferee in excess of the Rent payable under the Lease for the same period and portion of the Premises. In calculating excess Rent or other consideration which may be payable to Landlord under this paragraph, Tenant will be entitled to deduct a monthly amortization of commercially reasonable third party brokerage commissions and attorney’s 's fees and other amounts reasonably and actually expended by Tenant in connection with the Transfer if acceptable written evidence of such expenditures is provided to Landlord. No Transfer will release Transferor (or any prior Transferor) of Tenant’s 's obligations under this Lease or alter the primary liability of Transferor (or any prior Transferor) to perform all obligations to be performed by Tenant hereunder. Landlord may require that Transferee remit directly to Landlord on a monthly basis, all monies due Transferor by said TransfereeLandlord under the terms of this Section. Consent by Landlord to one Transfer will not be deemed consent to any subsequent Transfer. In the event of default by Transferee, Tenant or any successor of Tenant in the performance of any other terms hereof, Landlord may proceed directly against Transferor (or any prior Transferor) without the necessity of exhausting remedies against Transferee or successor. If Tenant requests the consent of Landlord to a Transfer, Tenant will pay Landlord a review an administrative fee of Two Hundred Fifty Dollars ($500.00250.00) concurrent with the request, which shall include all plus Landlord’s 's reasonable attorney’s 's fees.. JRM WFM ------------------- ----------------- Landlord's Initials Tenant's Initials

Additional Conditions. A condition precedent to Landlord's consent to any Transfer of this Lease will be the delivery to Landlord of evidence a true copy of insurance as required under the Lease fully executed instrument of assignment, sublease, transfer or hypothecation, in form and the correct legal name and notice address for the Transfereesubstance reasonably satisfactory to Landlord. Except in the case of a Permitted Transfer, as defined in Section 8.6 below, Tenant undertaking the transfer (“Transferor”) agrees to pay to Landlord, as Additional Rentadditional rent, 50 percent of all sums and other consideration payable to and for the benefit of Tenant by the Transferee assignee or sublessee in excess of the Rent rent payable under the this Lease for the same period and portion of the Premises. In calculating excess Rent rent or other consideration which may be payable to Landlord under this paragraph, Tenant will be entitled to deduct a monthly amortization of commercially reasonable third party brokerage commissions and attorney’s attorneys' fees and other amounts reasonably and actually expended by Tenant in connection with the Transfer such assignment or subletting if acceptable written evidence of such expenditures is provided to Landlord. No Notwithstanding anything herein to the contrary, no Transfer will release Transferor (or any prior Transferor) Tenant of Tenant’s 's obligations under this Lease or alter the primary liability of Transferor (or any prior Transferor) Tenant to pay the rent and to perform all other obligations to be performed by Tenant hereunder. Landlord may require that any Transferee remit directly to Landlord on a monthly basis, all monies due Transferor Tenant by said Transferee. Consent by Landlord to one Transfer will not be deemed consent to any subsequent Transfer. In the event of default by Transferee, any Transferee of Tenant or any successor of Tenant in the performance of any other of the terms hereof, Landlord may proceed directly against Transferor Tenant without the necessity of exhausting remedies against such Transferee or successor. If Tenant effects a Transfer or requests the consent of Landlord to a Transferany Transfer (whether or not such Transfer is consummated), then, upon demand, Tenant will agrees to pay Landlord a review non-refundable administrative fee of not less than One Hundred Dollars ($100.00) and not more than Five Hundred Dollars ($500.00), which shall include all plus Landlord’s attorney’s 's reasonable attorneys' fees.

Additional Conditions. A condition precedent to Landlord’s consent to any Transfer of this Lease will be the delivery to Landlord of evidence a true copy of insurance as required under the Lease fully executed instrument of assignment, sublease, transfer or hypothecation, in form and the correct legal name and notice address for the Transfereesubstance reasonably satisfactory to Landlord. Except in the case of a Permitted Transfer, as defined in Section 8.6 below, Tenant undertaking the transfer (“Transferor”) agrees to pay to Landlord, as Additional Rentadditional rent, 50 percent one-half (1/2) of all sums and other consideration payable to and for the benefit of Tenant by the Transferee in excess of the Rent rent payable under the this Lease for the same period and portion of the Premises. In calculating excess Rent rent or other consideration which may be payable to Landlord under this paragraphSection, Tenant will be entitled to deduct a monthly amortization of commercially reasonable third party brokerage commissions and attorney’s attorneys’ fees and other amounts reasonably and actually expended by Tenant in connection with such assignment or subletting (together with the Transfer unamortized cost of any Tenant improvements or Tenant Changes paid by Tenant in excess of the Construction Allowance, which unamortized cost shall be amortized over the remaining term of this Lease) if acceptable written evidence of such expenditures is provided to Landlord. No Transfer (including a Permitted Transfer) will release Transferor (or any prior Transferor) Tenant of Tenant’s obligations under this Lease or alter the primary liability of Transferor (or any prior Transferor) Tenant to pay the rent and to perform all other obligations to be performed by Tenant hereunder. During any time that a default (after notice and expiration of applicable grace periods) exists hereunder, Landlord may require that any Transferee remit directly to Landlord on a monthly basis, all monies due Transferor Tenant by said Transferee. Consent by Landlord to one Transfer will not be deemed consent to any subsequent Transfer. In the event of default by Transferee, any Transferee of Tenant or any successor of Tenant in the performance of any other of the terms hereof, Landlord may proceed directly against Transferor Tenant without the necessity of exhausting remedies against such Transferee or successor. If Tenant effects a Transfer (including a Permitted Transfer) or requests the consent of Landlord to any Transfer (including a Permitted Transfer) (whether or not such Transfer is consummated), then, upon demand, and as a condition precedent to Landlord’s consideration of the proposed assignment or sublease, Tenant will agrees to pay Landlord a review fee of $500.00, which shall include all Landlord’s attorney’s feesreasonable attorneys’ fees and costs and other costs actually incurred by Landlord in reviewing such proposed assignment or sublease.

Additional Conditions. A condition precedent to Xxxxxxxx's consent to any Transfer of this Lease will be the delivery to Landlord of evidence a true copy to the fully executed instrument of insurance as required under assignment, sublease, transfer or hypothecation, in form and substance reasonably satisfactory to Landlord. With respect to a Transfer pursuant to which Tenant subleases a portion the Lease and Premises for a period that expires prior to the correct legal name and notice address for last twelve (12) months of the Transferee. Except in the case of a Permitted Transferinitial Term or any Option Period(s), as defined in Section 8.6 below, Tenant undertaking the transfer (“Transferor”) Xxxxxx agrees to pay to Landlord, as Additional Rentadditional rent, 50 on a monthly basis, fifty percent (50%) of all sums and other consideration payable paid to and for the benefit of Tenant by the Transferee sublessee in excess of the Rent payable under the this Lease for the same period and portion of at the Premises. In calculating excess Rent rent or other consideration which may be payable to Landlord under this paragraphSection, Tenant will be entitled to deduct a monthly amortization of commercially reasonable third party brokerage commissions and attorney’s attorneys' fees (including those fees and costs required to be reimbursed to Landlord as provided below) and other amounts reasonably and actually expended by Tenant in connection with such subletting including, without limitation, (i) the Transfer costs of any changes, alterations and improvements to the Premises in connection with the Transfer, (ii) any space planning architectural or design fees or expenses incurred in marketing such space or in connection with such Transfer, (iii) any improvement allowance or other monetary concessions provided to the Transferee, (iv) any lease takeover cost incurred by Tenant in connection with the Transfer, and (v) out-of-pocket costs of advertising the space which is the subject of the Transfer, if acceptable written evidence of such expenditures is provided to Landlord. No Transfer will release Transferor (or any prior Transferor) Tenant of Tenant’s 's obligations under this Lease or alter the primary liability of Transferor (or any prior Transferor) Tenant to pay the Rent and to perform all other obligations to be performed by Tenant hereunder. Landlord may require that any Transferee remit directly to Landlord on a monthly basis, all monies due Transferor Tenant by said TransfereeTransferee and each sublease shall provide that if Landlord gives said sublessee written notice that Tenant is in default under this Lease beyond any applicable notice and cure period, said sublessee will thereafter make all payments due under the sublease directly to or as directed by Landlord, which payments will be credited against any payments due under this Lease. Tenant hereby irrevocably and unconditionally assigns to Landlord all rents and other sums payable under any sublease of the Premises; provided, however, that Landlord hereby grants Tenant a license to collect all such rents and other sums so long as Tenant is not in default under this Lease. Tenant shall within ten (10) days after the execution and delivery of any assignment or sublease, deliver a copy thereof to Landlord. Consent by Landlord to one Transfer will not be deemed consent to any subsequent Transfer. In the event of default by Transferee, any Transferee of Tenant or any successor of Tenant in the performance of any other terms hereofsuccessor, Landlord Xxxxxxxx may proceed directly against Transferor Tenant without the necessity of exhausting remedies against such Transferee or successor. If Tenant effects a Transfer or requests the consent of Landlord to a Transferany Transfer (whether or not such Transfer is consummated), Tenant will then, within thirty (30) days after Xxxxxx's receipt of written demand from Landlord, Xxxxxx agrees to pay Landlord a review nonrefundable administrative fee of Five Hundred Dollars ($500.00500), plus Landlord's reasonable attorneys' fees and costs (for outside counsel only) and other costs incurred by Landlord in reviewing such proposed assignment or sublease (which fees and costs shall include all Landlord’s attorney’s feesin no event exceed One Thousand Five Hundred ($1,500) per proposed Transfer).

Additional Conditions. A condition precedent to Landlord's consent to any Transfer of this Lease will be the delivery to Landlord of evidence a true copy of insurance as required under the Lease fully executed instrument of assignment, sublease, transfer or hypothecation, in form and substance reasonably satisfactory to Landlord. If the correct legal name and notice address for the Transferee. Except in the case of Transferee is other than a Permitted Transfer, as defined in Section 8.6 belowTransferee, Tenant undertaking the transfer (“Transferor”) agrees to pay to Landlord, as Additional Rentadditional rent, 50 fifty percent (50%) of all sums and other consideration payable to and for the benefit of Tenant by the Transferee in excess of the Rent rent payable under the this Lease for the same period and portion of the Premises. In calculating excess Rent rent or other consideration which may be payable to Landlord under this paragraphSection 14.4, Tenant will be entitled to deduct a monthly amortization of commercially reasonable third party brokerage commissions and attorney’s attorneys' fees and other amounts reasonably and actually expended by Tenant in connection with the Transfer such assignment or subletting if acceptable written evidence of such expenditures is provided to Landlord. No Transfer will release Transferor (or any prior Transferor) Tenant of Tenant’s 's obligations under this Lease or alter the primary liability of Transferor (or any prior Transferor) Tenant to pay the rent and to perform all other obligations to be performed by Tenant hereunder. Landlord may require that any Transferee remit directly to Landlord on a monthly basis, all monies due Transferor Tenant by said Transferee, and each sublease shall provide that if Landlord gives the sublessee written notice that Tenant is in default under this Lease, the sublessee will thereafter make all payments due under the sublease directly to or as directed by Landlord, which payments will be credited against any payments due under this Lease. Tenant hereby irrevocably and unconditionally assigns to Landlord all rents and other sums payable under any sublease of the Premises; provided, however, that Landlord hereby grants Tenant a license to collect all such rents and other sums so long as Tenant is not in default under this Lease. Tenant shall, within ten (10) days after the execution and delivery of any assignment or sublease, deliver a duplicate original copy thereof to Landlord. Consent by Landlord to one Transfer will not be deemed consent to any subsequent Transfer. In the event of default by Transferee, any Transferee of Tenant or any successor of Tenant in the performance of any other of the terms hereof, Landlord may proceed directly against Transferor Tenant without the necessity of exhausting remedies against such Transferee or successor. If Tenant effects a Transfer or requests the consent of Landlord to any Transfer (whether or not such Transfer is consummated), then, upon demand, and as a Transfercondition precedent to Landlord's consideration of the proposed assignment or sublease, Tenant will agrees to pay Landlord a review non-refundable administrative fee of Five Hundred Dollars ($500.00), plus an amount not to exceed Fifteen Hundred Dollars ($1,500.00) (which amount shall include be subject to annual increases in accordance with the CPI) to cover Landlord's reasonable attorneys' fees and other costs incurred by Landlord in reviewing such proposed assignment or sublease (whether attributable to Landlord's in-house attorneys or paralegals or otherwise). Acceptance of the Five Hundred Dollar ($500.00) administrative fee and/or reimbursement of Landlord's attorneys' and/or paralegal fees shall in no event obligate Landlord to consent to any proposed Transfer. Notwithstanding any contrary provision of this Lease, if Tenant or any proposed Transferee claims that Landlord has unreasonably withheld or delayed its consent to a proposed Transfer or otherwise has breached its obligations under this Section 14, Tenant's and such Transferee's only remedy shall be to seek a declaratory judgment and/or injunctive relief, and Tenant, on behalf of itself and, to the extent permitted by law, such proposed Transferee waives all other remedies against Landlord’s attorney’s fees, including without limitation, the right to seek monetary damages or to terminate this Lease; provided, however, that such waiver shall not apply to the extent that Landlord has acted in bad faith. For purposes of this Section 14.4, the term "CPI" shall mean the Consumer Price Index, All Cities, All Items, All Urban Consumers (1982-84=100) published by the Bureau of Labor Statistics or other governmental agency then publishing the CPI (or if such CPI is no longer published, the index most comparable to the CPI).