Common use of BUILDING PLANNING Clause in Contracts

BUILDING PLANNING. Landlord hereby reserves the one-time right at any time after execution hereof to substitute for the Premises other premises in the Building (“New Premises”), in which event the New Premises shall be deemed to be the Premises for purposes of this Lease. In the event Landlord provides Tenant with written notice of its intent to exercise its rights hereunder (“Relocation Notice”), the substitution for the Premises shall be completed at such time and in such manner as to inconvenience Tenant as little as practicable within ninety (90) days from the date of Relocation Notice, but in no event later than three (3) days after Landlord’s notice to Tenant that the New Premises is ready for occupancy by Tenant and shall be further subject to the following conditions: (a) The amount of the Rentable Area of New Premises shall be comparable to that of the “initial” Premises; and (b) Any such substitution shall be effectuated only for the purpose of accommodating a tenant that will occupy all or a substantial portion of the floor on which the “initial” Premises are located; and (c) Landlord shall provide Tenant at Landlord’s cost and expense with new letterhead stationery, envelopes and business cards and shall provide tenant improvements in the New Premises similar in quality and value (taking into account the age, depreciation, and wear and tear) to those in the “initial” Premises, and move Tenant’s personal property and equipment from the “initial” Premises to the New Premises. In addition, Landlord shall pay for Tenant’s reasonable moving costs, including but not limited to the costs of moving cabling, furniture, etc. Tenant shall have the option within thirty (30) days following delivery of Relocation Notice to deliver to Landlord a written notice either accepting the New Premises then being offered by Landlord (such offer to include the floor location and the as-built plans of the New Premises and the projected move-in date), or to terminate this Lease within one hundred eighty (180) days following Tenant’s election to terminate. Notwithstanding the foregoing however, Landlord shall have the right to rescind its election to substitute new premises within thirty (30) days following Tenant’s delivery of its notice to Landlord, thereby nullifying Tenant’s election. If Tenant fails to give such notice, such termination option shall be null and void and of no further force and effect. If Tenant elects to terminate this Lease and Landlord does not rescind its notice to substitute new premises, Landlord shall pay Tenant, within thirty (30) days following expiration of Landlord’s right to rescind its election as set forth above, an amount equal to the unamortized book value of the excess Tenant Improvements in the Premises paid for solely by the Tenant pursuant to Article 7.2 of the Work Letter Agreement. Notwithstanding any good faith dispute between the parties over any issue relative to the provisions of this Article 28, Tenant shall in no event fail or refuse to vacate the premises in a timely manner when a TCO has been provided to the New Premises or, if Tenant has elected to terminate this Lease. Concurrently with such relocation of the Premises, Landlord and Tenant shall immediately execute an amendment to this Lease reflecting the substitution of the Premises.

BUILDING PLANNING. If, during the Term, Landlord hereby reserves the one-time right at any time after execution hereof to substitute for the Premises other premises in the Building (“New Premises”), in which event the New Premises shall be deemed to be requires all or a portion of the Premises for purposes of this Lease. In use in conjunction with another suite or for other reasons connected with the event Landlord provides Building planning program, upon notifying Tenant with written notice of its intent to exercise its rights hereunder (“Relocation Notice”), the substitution for the Premises shall be completed at such time and in such manner as to inconvenience Tenant as little as practicable within ninety (90) days from the date of Relocation Notice, but in no event later than three (3) days after Landlord’s notice to Tenant that the New Premises is ready for occupancy by Tenant and shall be further subject to the following conditions: (a) The amount of the Rentable Area of New Premises shall be comparable to that of the “initial” Premises; and (b) Any such substitution shall be effectuated only for the purpose of accommodating a tenant that will occupy all or a substantial portion of the floor on which the “initial” Premises are located; and (c) Landlord shall provide Tenant at Landlord’s cost and expense with new letterhead stationery, envelopes and business cards and shall provide tenant improvements in the New Premises similar in quality and value (taking into account the age, depreciation, and wear and tear) to those in the “initial” Premises, and move Tenant’s personal property and equipment from the “initial” Premises to the New Premises. In addition, Landlord shall pay for Tenant’s reasonable moving costs, including but not limited to the costs of moving cabling, furniture, etc. Tenant shall have the option within thirty (30) days following delivery of Relocation Notice to deliver to Landlord a written notice either accepting the New Premises then being offered by Landlord (such offer to include the floor location and the as-built plans of the New Premises and the projected move-in date), or to terminate this Lease within one hundred eighty (180) days following Tenant’s election to terminate. Notwithstanding the foregoing howeverwriting, Landlord shall have the right to rescind its election move Tenant out of such portion of the Premises to substitute new premises within thirty (30) days following Tenant’s delivery other comparable space in the Building, at Landlord's sole cost and expense, and the terms and conditions of its notice to Landlord, thereby nullifying Tenant’s election. If Tenant fails to give such notice, such termination option this Lease shall be null and void and of no further remain in full force and effect, save and excepting that a revised Exhibit A shall become part of this Lease and shall reflect the location of the new space and Article 1 of this Lease shall be amended to include all correct data as to the new space. In order to be effective, any such notice delivered by Landlord shall contain the following legend: "This notice constitutes a request for relocation delivered pursuant to Section 3.3 of the Lease between EBS Building, L.L.C. and Edison Brothers Stores, Inc." Landlord may effect such relocation only if the new space meets with Tenant's reasonable approval and Tenant shall advise Landlord of Tenant's approval thereof, or the withholding of such approval, within ten (10) days of Landlord's notice to Tenant. If the new space does not meet with Tenant's reasonable approval, Tenant elects to may terminate this Lease and with respect to, but solely with respect to, the space from which Landlord does not rescind its requests Tenant to move by providing written notice to substitute new premises, Landlord shall pay of such termination concurrent with Tenant, within thirty (30) days following expiration 's notice of Landlord’s right to rescind its election as set forth above, an amount equal to the unamortized book value disapproval of the excess new space. In the event Tenant Improvements in the Premises paid for solely by the Tenant pursuant to Article 7.2 of the Work Letter Agreement. Notwithstanding any good faith dispute between the parties over any issue relative to the provisions of this Article 28effects such termination, Tenant shall in no event fail or refuse to vacate reimburse Landlord for the premises in a timely manner when a TCO has been provided cost of constructing any necessary demising walls and other improvements to the New Building necessary to permit leasing of such space to a third party, which payment shall be made within ten (10) days of Landlord's invoice therefor. Notwithstanding the foregoing, however, Landlord may not exercise such relocation right with regard to any portion of the Premises orsituated on the Third, if Tenant has elected Fourth or Fifth Floors of the Building or the mailroom situated on the First Floor of the Building, and with regard to terminate that portion of the Premises situated on the Second Floor of the Building, Landlord may only exercise the foregoing relocation right with respect to the areas between the "Harvard" and "Founders" rooms which, as of the date of this Lease, constitute the Meeting Rooms (as defined below). Concurrently with such relocation Such areas on the First and Second Floors of the Premises, Landlord and Tenant shall immediately execute an amendment Building are depicted on Exhibit N to this Lease reflecting the substitution of the PremisesLease.

BUILDING PLANNING. Landlord hereby reserves If Lessor requires the one-time right at any time after execution hereof to substitute Premises for use in conjunction with another suite or for other reasons connected with the planning program for the Premises Building or the Building, Lessor will have the right, upon sixty (60) days’ prior written notice to Lessee, to move Lessee to other premises space in the Building of substantially similar size, accommodations, and features as the Premises, and with lessee improvements of substantially similar age, quality and layout as then existing in the Premises. Any such relocation will be at Lessor’s cost and expense, including the cost of providing such substantially similar lessee improvements (but not any furniture or personal property) and Lessee’s reasonable moving, telephone installation and stationary reprinting costs. If Lessor so relocates Lessee, the terms and conditions of this Lease will remain in full force and effect an apply to the new space, except that (a) a revised Exhibit “New Premises”)A-1” will become part of this Lease and will reflect the location the new space, in which event (b) Paragraph 1 of this Lease will be amended to include and state all correct data as to the New Premises shall new space, (c) the new space will thereafter be deemed to be the Premises for purposes “Premises”, and (d) all economic terms and conditions (e.g. rent, total Base Operating Expense, etc.) will be adjusted on a per square foot basis based on the total number of this Lease. In rentable square feet of area contained in the event Landlord provides Tenant with written notice of its intent to exercise its rights hereunder (“Relocation Notice”), the substitution for the Premises shall be completed at such time and in such manner as to inconvenience Tenant as little as practicable within ninety (90) days from the date of Relocation Notice, new space but in no event later greater than three (3) days after Landlord’s notice the terms and conditions of this lease. Lessor and Lessee agree to Tenant that cooperate fully with one another in order to minimize the New Premises is ready for occupancy by Tenant inconvenience to Lessee resulting from any such relocation and the parties shall be further subject to execute the following conditions: (a) The amount amendment of the Rentable Area this lease. Upon receipt of New Premises shall be comparable to that of the “initial” Premises; and (b) Any such substitution shall be effectuated only for the purpose of accommodating a tenant that will occupy all or a substantial portion of the floor on which the “initial” Premises are located; and (c) Landlord shall provide Tenant at Landlord’s cost and expense with new letterhead stationery, envelopes and business cards and shall provide tenant improvements in the New Premises similar in quality and value (taking into account the age, depreciation, and wear and tear) to those in the “initial” Premises, and move Tenant’s personal property and equipment from the “initial” Premises to the New Premises. In addition, Landlord shall pay for Tenant’s reasonable moving costs, including but not limited to the costs of moving cabling, furniture, etc. Tenant shall have the option within thirty (30) days following delivery of Relocation Notice to deliver to Landlord a written notice either accepting the New Premises then being offered by Landlord (such offer from Lessor indicating Lessor’s intent to include the floor location and the as-built plans of the New Premises and the projected move-in date)move Lessee to other space, or to terminate this Lease within one hundred eighty (180) days following Tenant’s election to terminate. Notwithstanding the foregoing however, Landlord Lessee shall have the right to rescind its election to substitute new premises within thirty (30) days following Tenant’s delivery of its notice to Landlord, thereby nullifying Tenant’s electionInspect such other space. If Tenant fails Lessee is not satisfied by any space offered by Lessor pursuant to give such noticethis ▇▇▇▇▇▇▇▇▇ ▇▇, such termination option ▇▇▇▇▇▇ shall be null and void and of no further force and effect. If Tenant elects entitled to terminate this Lease and Landlord does not rescind its notice to substitute new premisesthe lease, Landlord which shall pay Tenant, within thirty (30) days following expiration of Landlordbe effective upon Lessor’s right to rescind its election as set forth above, an amount equal to the unamortized book value of the excess Tenant Improvements in the Premises paid for solely by the Tenant pursuant to Article 7.2 of the Work Letter Agreement. Notwithstanding any good faith dispute between the parties over any issue relative to the provisions of this Article 28, Tenant shall in no event fail or refuse to vacate the premises in a timely manner when a TCO has been provided to the New Premises or, if Tenant has elected to terminate this Lease. Concurrently with such relocation of the Premises, Landlord and Tenant shall immediately execute an amendment to this Lease reflecting the substitution of the Premisesintended move date.

BUILDING PLANNING. If Landlord hereby reserves requires the one-time right at any time after execution hereof to substitute Premises for use in conjunction with another suite or for other reasons connected with the planning program for the Premises Building, Landlord will have the right, upon sixty (60) days prior written notice to Tenant, to move Tenant to other premises space in the Building of substantially similar size as the Premises, and with tenant improvements of substantially similar age, quality and layout as then existing in the Premises. Any such relocation will be at Landlord's cost and expense, including the cost of providing such substantially similar tenant improvements (“New Premises”)but not any furniture or personal property) and Tenant's reasonable moving, telephone installation and stationary reprinting costs. If Landlord so relocates Tenant, the terms and conditions of this Lease will remain in which event full force and effect and apply to the New Premises shall new space, except that (a) a revised Exhibit "A-O" will become part of this ------------- Lease and will reflect the location of the new space, (b) Paragraph 1 of this Lease will be amended to include and state all correct data as to the new space, (c) the new space will thereafter be deemed to be the Premises for purposes "Premises", and (d) all economic terms and conditions (e.g. rent, total Operating Expense Allowance, etc.) will be adjusted on a per square foot basis based on the total number of rentable square feet of area contained in the new space. Landlord and Tenant agree to cooperate fully with one another in order to minimize the inconvenience of Tenant resulting from any such relocation. However, if the new space does not meet with Tenant's reasonable approval, Tenant will have the right to cancel this Lease. In the event Lease upon giving Landlord provides Tenant with written notice of its intent to exercise its rights hereunder thirty (“Relocation Notice”), the substitution for the Premises shall be completed at such time and in such manner as to inconvenience Tenant as little as practicable within ninety (9030) days from the date of Relocation Notice, but in no event later than three notice within ten (310) days after of receipt of Landlord’s 's relocation notification; provided, however, Landlord has the right, by written notice to Tenant that given within ten (10) days following receipt of Tenant's cancellation notice to rescind Landlord's relocation notice, in which event Landlord's relocation notice will be rescinded, Tenant's cancellation notice will be cancelled and this Lease will remain in full force and effect. If Tenant cancels this Lease pursuant to this Paragraph 27, Tenant agrees to vacate Building and the New Premises is ready for occupancy by Tenant and shall be further subject to the following conditions: (a) The amount of the Rentable Area of New Premises shall be comparable to that of the “initial” Premises; and (b) Any such substitution shall be effectuated only for the purpose of accommodating a tenant that will occupy all or a substantial portion of the floor on which the “initial” Premises are located; and (c) Landlord shall provide Tenant at Landlord’s cost and expense with new letterhead stationery, envelopes and business cards and shall provide tenant improvements in the New Premises similar in quality and value (taking into account the age, depreciation, and wear and tear) to those in the “initial” Premises, and move Tenant’s personal property and equipment from the “initial” Premises to the New Premises. In addition, Landlord shall pay for Tenant’s reasonable moving costs, including but not limited to the costs of moving cabling, furniture, etc. Tenant shall have the option within thirty (30) days following of its delivery of Relocation Notice to deliver to Landlord a written notice either accepting the New Premises then being offered by Landlord (such offer to include the floor location and the as-built plans of the New Premises and the projected move-in date), or to terminate this Lease within one hundred eighty (180) days following Tenant’s election to terminate. Notwithstanding the foregoing however, Landlord shall have the right to rescind its election to substitute new premises within thirty (30) days following Tenant’s delivery notice of its notice to Landlord, thereby nullifying Tenant’s election. If Tenant fails to give such notice, such termination option shall be null and void and of no further force and effect. If Tenant elects to terminate this Lease and Landlord does not rescind its notice to substitute new premises, Landlord shall pay Tenant, within thirty (30) days following expiration of Landlord’s right to rescind its election as set forth above, an amount equal to the unamortized book value of the excess Tenant Improvements in the Premises paid for solely by the Tenant pursuant to Article 7.2 of the Work Letter Agreement. Notwithstanding any good faith dispute between the parties over any issue relative to the provisions of this Article 28, Tenant shall in no event fail or refuse to vacate the premises in a timely manner when a TCO has been provided to the New Premises or, if Tenant has elected to terminate this Lease. Concurrently with such relocation of the Premises, Landlord and Tenant shall immediately execute an amendment to this Lease reflecting the substitution of the Premisescancellation.

BUILDING PLANNING. If Landlord hereby reserves requires the one-time right at any time after execution hereof to substitute Premises for use in conjunction with another suite or for Other reasons connected with the planning program for the Premises other premises Building, Landlord will have the right, upon sixty (60) days' prior written notice to Tenant, to move Tenant to Other space in the Building of substantially similar size as the Premises and with tenant improvements of substantially similar age, quality and layout as then existing in the Premises. Any such relocation will be at Landlord's cost and expense, including the cost of providing such substantially similar tenant improvements (“New Premises”)but not any furniture or personal property) and Tenant's reasonable moving, telephone installation and stationary reprinting costs. If, Landlord so relocates Tenant, the terms and conditions of this Lease will remain in which event full force and effect and' apply to the New Premises shall new space, except that (a) a revised EXHIBIT "A" will become part of this Lease and will reflect the location of the new space, (b) PARAGRAPH 1 of this Lease will be amended to include and state all correct data as to the new space, (c) the new space will thereafter be deemed to be the Premises for purposes "Premises", and (d) all economic terms and conditions (e.g. rent, total Operating Expense Allowance, etc.) will be adjusted on a per square foot basis based on the total number of rentable square feet of area contained in the new space. Landlord and Tenant agree to cooperate fully with one another in order to minimize the inconvenience of Tenant resulting from any such relocation. However, if the new space does not meet with Tenant's 34. reasonable approval, Tenant will have the right to cancel this Lease. In the event Lease upon giving Landlord provides Tenant with written thirty (30) days' notice of its intent to exercise its rights hereunder within ten (“Relocation Notice”), the substitution for the Premises shall be completed at such time and in such manner as to inconvenience Tenant as little as practicable within ninety (9010) days from of receipt of Landlord's relocation notification; provided, however, Landlord has the date of Relocation Noticeright, but in no event later than three (3) days after Landlord’s by written notice to Tenant that given within ten (10) days following receipt of Tenant's cancellation notice to rescind Landlord's relocation notice, in which event Landlord's relocation notice will be rescinded, Tenant's cancellation notice will be cancelled and this Lease will remain in full force and effect. If Tenant cancels this Lease pursuant to this ▇▇▇▇▇▇▇▇▇ ▇▇, ▇▇▇▇▇▇ agrees to vacate the New Building and the Premises is ready for occupancy by Tenant and shall be further subject to the following conditions: (a) The amount of the Rentable Area of New Premises shall be comparable to that of the “initial” Premises; and (b) Any such substitution shall be effectuated only for the purpose of accommodating a tenant that will occupy all or a substantial portion of the floor on which the “initial” Premises are located; and (c) Landlord shall provide Tenant at Landlord’s cost and expense with new letterhead stationery, envelopes and business cards and shall provide tenant improvements in the New Premises similar in quality and value (taking into account the age, depreciation, and wear and tear) to those in the “initial” Premises, and move Tenant’s personal property and equipment from the “initial” Premises to the New Premises. In addition, Landlord shall pay for Tenant’s reasonable moving costs, including but not limited to the costs of moving cabling, furniture, etc. Tenant shall have the option within thirty (30) days following of its delivery of Relocation Notice to deliver to Landlord a written notice either accepting the New Premises then being offered by Landlord (such offer to include the floor location and the as-built plans of the New Premises and the projected move-in date), or to terminate this Lease within one hundred eighty (180) days following Tenant’s election to terminate. Notwithstanding the foregoing however, Landlord shall have the right to rescind its election to substitute new premises within thirty (30) days following Tenant’s delivery notice of its notice to Landlord, thereby nullifying Tenant’s election. If Tenant fails to give such notice, such termination option shall be null and void and of no further force and effect. If Tenant elects to terminate this Lease and Landlord does not rescind its notice to substitute new premises, Landlord shall pay Tenant, within thirty (30) days following expiration of Landlord’s right to rescind its election as set forth above, an amount equal to the unamortized book value of the excess Tenant Improvements in the Premises paid for solely by the Tenant pursuant to Article 7.2 of the Work Letter Agreement. Notwithstanding any good faith dispute between the parties over any issue relative to the provisions of this Article 28, Tenant shall in no event fail or refuse to vacate the premises in a timely manner when a TCO has been provided to the New Premises or, if Tenant has elected to terminate this Lease. Concurrently with such relocation of the Premises, Landlord and Tenant shall immediately execute an amendment to this Lease reflecting the substitution of the Premisescancellation.

BUILDING PLANNING. If Landlord hereby reserves requires any premises other than the one-time right at initial Premises leased by Tenant hereunder (e.g., any time after execution hereof expansion space leased by Tenant subsequent to substitute the date of this Lease) for use in conjunction with another suite or for other reasons connected with the planning program for the Premises Building, Landlord will have the right, upon sixty (60) days prior written notice to Tenant, to move Tenant to other premises space in the Building Development of substantially similar size as the Premises, and with tenant improvements of substantially similar age, quality and layout as then existing in the Premises. Any such relocation will be at Landlord's cost and expense, including the cost of providing such substantially similar tenant improvements (“New Premises”)but not any furniture or personal property) and Tenant's reasonable moving, telephone and network installation and stationery reprinting costs. If Landlord so relocates Tenant, the terms and conditions of this Lease will remain in which event full force and effect and apply to the New Premises shall new space, except that (a) a revised Exhibit "A-II" will become part of this Lease and will reflect the location of the new space, (b) Paragraph 1 of this Lease will be amended to include and state all correct data as to the new space, (c) the new space will thereafter be deemed to be the Premises for purposes "Premises", and (d) all economic terms and conditions (e.g. rent, total Expense Allowance, etc.) will be adjusted on a per square foot basis based on the total number of Rentable Square Feet of area contained in the new space. Landlord and Tenant agree to cooperate fully with one another in order to minimize the inconvenience of Tenant resulting from any such relocation. However, if the new space does not meet with Tenant's reasonable approval, Tenant will have the right to cancel this Lease. In the event Lease upon giving Landlord provides Tenant with written notice of its intent to exercise its rights hereunder thirty (“Relocation Notice”), the substitution for the Premises shall be completed at such time and in such manner as to inconvenience Tenant as little as practicable within ninety (9030) days from the date of Relocation Notice, but in no event later than three notice within ten (310) days after of receipt of Landlord’s 's relocation notification; provided, however, Landlord has the right, by written notice to Tenant that given within ten (10) days following receipt of Tenant's cancellation notice to rescind Landlord's relocation notice, in which event Landlord's relocation notice will be rescinded, Tenant's cancellation notice will be cancelled and this Lease will remain in full force and effect. If Tenant cancels this Lease pursuant to this ▇▇▇▇▇▇▇▇▇ ▇▇, ▇▇▇▇▇▇ agrees to vacate the New Building and the Premises is ready for occupancy by Tenant and shall be further subject to the following conditions: (a) The amount of the Rentable Area of New Premises shall be comparable to that of the “initial” Premises; and (b) Any such substitution shall be effectuated only for the purpose of accommodating a tenant that will occupy all or a substantial portion of the floor on which the “initial” Premises are located; and (c) Landlord shall provide Tenant at Landlord’s cost and expense with new letterhead stationery, envelopes and business cards and shall provide tenant improvements in the New Premises similar in quality and value (taking into account the age, depreciation, and wear and tear) to those in the “initial” Premises, and move Tenant’s personal property and equipment from the “initial” Premises to the New Premises. In addition, Landlord shall pay for Tenant’s reasonable moving costs, including but not limited to the costs of moving cabling, furniture, etc. Tenant shall have the option within thirty (30) days following of its delivery of Relocation Notice to deliver to Landlord a written notice either accepting the New Premises then being offered by Landlord (such offer to include the floor location and the as-built plans of the New Premises and the projected move-in date), or to terminate this Lease within one hundred eighty (180) days following Tenant’s election to terminate. Notwithstanding the foregoing however, Landlord shall have the right to rescind its election to substitute new premises within thirty (30) days following Tenant’s delivery notice of its notice to Landlord, thereby nullifying Tenant’s election. If Tenant fails to give such notice, such termination option shall be null and void and of no further force and effect. If Tenant elects to terminate this Lease and Landlord does not rescind its notice to substitute new premises, Landlord shall pay Tenant, within thirty (30) days following expiration of Landlord’s right to rescind its election as set forth above, an amount equal to the unamortized book value of the excess Tenant Improvements in the Premises paid for solely by the Tenant pursuant to Article 7.2 of the Work Letter Agreement. Notwithstanding any good faith dispute between the parties over any issue relative to the provisions of this Article 28, Tenant shall in no event fail or refuse to vacate the premises in a timely manner when a TCO has been provided to the New Premises or, if Tenant has elected to terminate this Lease. Concurrently with such relocation of the Premises, Landlord and Tenant shall immediately execute an amendment to this Lease reflecting the substitution of the Premisescancellation.

BUILDING PLANNING. If Landlord hereby reserves requires the one-time right at any time after execution hereof to substitute Premises for use in conjunction with another suite or for other reasons connected with the planning program for the Premises Building, Landlord will have the right, upon sixty (60) days prior written notice to Tenant, to move Tenant to other premises space in the Building Development of substantially similar size as the Premises, and with tenant improvements of substantially similar age, quality and layout as then existing in the Premises. Any such relocation will be at Landlord's cost and expense, including the cost of providing such substantially similar tenant improvements (“New Premises”)but not any furniture or personal property) and Tenant's reasonable moving, telephone installation and stationery reprinting costs. If Landlord so relocates Tenant, the terms and conditions of this Lease will remain in which event full force and effect and apply to the New Premises shall new space, except that (a) a revised Exhibit "A-II" will become ------------- part of this Lease and will reflect the location of the new space, (b) Paragraph 1 of this Lease will be amended to include and state all correct data as to the new space, (c) the new space will thereafter be deemed to be the Premises for purposes "Premises," and (d) all economic terms and conditions (e.g. rent, total Operating Expense Allowance, etc.) will be adjusted on a per square foot basis based on the total number of rentable square feet of area contained in the new space. Landlord and Tenant agree to cooperate fully with one another in order to minimize the inconvenience of Tenant resulting from any such relocation. However, if the new space does not meet with Tenant's reasonable approval, Tenant will have the right to cancel this Lease. In the event Lease upon giving Landlord provides Tenant with written notice of its intent to exercise its rights hereunder thirty (“Relocation Notice”), the substitution for the Premises shall be completed at such time and in such manner as to inconvenience Tenant as little as practicable within ninety (9030) days from the date of Relocation Notice, but in no event later than three notice within ten (310) days after of receipt of Landlord’s 's relocation notification; provided, however, Landlord has the right, by written notice to Tenant that the New given within ten (10) days following receipt of Tenant's cancellation notice to rescind Landlord's relocation notice, in which event Landlord's relocation notice will be rescinded, Tenant's cancellation notice will be cancelled and this Lease will remain in full force and effect. If Tenant cancels this Lease pursuant to this Paragraph 27, Tenant agrees to vacat▇ ▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇ ▇he Premises is ready for occupancy by Tenant and shall be further subject to the following conditions: (a) The amount of the Rentable Area of New Premises shall be comparable to that of the “initial” Premises; and (b) Any such substitution shall be effectuated only for the purpose of accommodating a tenant that will occupy all or a substantial portion of the floor on which the “initial” Premises are located; and (c) Landlord shall provide Tenant at Landlord’s cost and expense with new letterhead stationery, envelopes and business cards and shall provide tenant improvements in the New Premises similar in quality and value (taking into account the age, depreciation, and wear and tear) to those in the “initial” Premises, and move Tenant’s personal property and equipment from the “initial” Premises to the New Premises. In addition, Landlord shall pay for Tenant’s reasonable moving costs, including but not limited to the costs of moving cabling, furniture, etc. Tenant shall have the option within thirty (30) days following of its delivery of Relocation Notice to deliver to Landlord a written notice either accepting the New Premises then being offered by Landlord (such offer to include the floor location and the as-built plans of the New Premises and notice of cancellation. Landlord will accomplish Tenant's move entirely after normal business hours. Monthly Base Rent will be reduced $0.02 per rentable square foot for every floor below eleven (11) on which the projected move-in date), or to terminate this Lease within one hundred eighty (180) days following Tenant’s election to terminate. Notwithstanding the foregoing however, Landlord shall have the right to rescind its election to substitute new premises within thirty (30) days following Tenant’s delivery of its notice to Landlord, thereby nullifying Tenant’s election. If Tenant fails to give such notice, such termination option shall space will be null and void and of no further force and effect. If Tenant elects to terminate this Lease and Landlord does not rescind its notice to substitute new premises, Landlord shall pay Tenant, within thirty (30) days following expiration of Landlord’s right to rescind its election as set forth above, an amount equal to the unamortized book value of the excess Tenant Improvements in the Premises paid for solely by the Tenant pursuant to Article 7.2 of the Work Letter Agreement. Notwithstanding any good faith dispute between the parties over any issue relative to the provisions of this Article 28, Tenant shall in no event fail or refuse to vacate the premises in a timely manner when a TCO has been provided to the New Premises or, if Tenant has elected to terminate this Lease. Concurrently with such relocation of the Premises, Landlord and Tenant shall immediately execute an amendment to this Lease reflecting the substitution of the Premisessituated.

BUILDING PLANNING. Landlord hereby reserves shall have the one-time right at any time after execution hereof time, without the same constituting an actual or constructive eviction and without incurring any liability to substitute for Tenant therefor, to change the Premises arrangement and/or location of entrances or passageways, doors and doorways, and corridors, elevators, stairs, toilets, or other premises in public parts of the Building (“New Premises”)and the Project and to change the name, in number, or designation by which event the New Premises shall be deemed to be Building or the Premises for purposes of this LeaseProject is commonly known. In the event Landlord provides Tenant with written notice of its intent to exercise its rights hereunder (“Relocation Notice”), the substitution for the Premises shall be completed at such time and in such manner as to inconvenience Tenant as little as practicable within ninety (90) days from the date of Relocation Notice, but in no event later than three (3) days after Landlord’s notice to Tenant determines that the New Premises is ready for occupancy by Tenant and shall be further subject to the following conditions: (a) The amount efficient leasing or operation of the Rentable Area Building or the Project requires relocation of New Tenant's Premises shall be comparable to that another part of the “initial” Premises; and (b) Any such substitution shall be effectuated only for Building or the purpose of accommodating a tenant that will occupy all or a substantial portion of the floor on which the “initial” Premises are located; and (c) Landlord shall provide Tenant at Landlord’s cost and expense with new letterhead stationery, envelopes and business cards and shall provide tenant improvements in the New Premises similar in quality and value (taking into account the age, depreciation, and wear and tear) to those in the “initial” Premises, and move Tenant’s personal property and equipment from the “initial” Premises to the New Premises. In addition, Landlord shall pay for Tenant’s reasonable moving costs, including but not limited to the costs of moving cabling, furniture, etc. Tenant shall have the option within thirty (30) days following delivery of Relocation Notice to deliver to Landlord a written notice either accepting the New Premises then being offered by Landlord (such offer to include the floor location and the as-built plans of the New Premises and the projected move-in date), or to terminate this Lease within one hundred eighty (180) days following Tenant’s election to terminate. Notwithstanding the foregoing howeverProject, Landlord shall have the right right, upon not less than sixty (60) days' prior written notice to rescind its election Tenant, to substitute new other premises within thirty (30) days following Tenant’s delivery of its notice to Landlordthe Building or the Project for the Premises defined in this Lease, thereby nullifying Tenant’s election. If Tenant fails to give provided that such notice, such termination option substitute premises shall be null and void and of no further force and effectat least as large as the Premises defined in this Lease. If In such event, Tenant elects to terminate shall vacate the Premises defined in this Lease and occupy such substitute premises under all of the terms and conditions of this Lease no later than the date stated in Landlord's notice. Landlord does not rescind its notice shall bear all reasonable direct expenses of relocating Tenant's furnishings, trade fixtures, and equipment to substitute new premises including, without limitation, the cost of installation of Tenant's then existing telephone system in the substitute premises. The parties hereto have executed this Lease at the place and on the dates specified immediately adjacent to their respective signatures. If this Lease has been filled in, Landlord shall pay Tenant, within thirty (30) days following expiration of Landlord’s right it has been prepared for submission to rescind your attorney for his approval. No representation or recommendation is made by the real estate broker or its election agents or employees as set forth above, an amount equal to the unamortized book value of the excess Tenant Improvements in the Premises paid for solely by the Tenant pursuant to Article 7.2 of the Work Letter Agreement. Notwithstanding any good faith dispute between the parties over any issue relative to the provisions legal sufficiency, legal effect, or tax consequences of this Article 28Lease or the transactions relating thereto. SPORTS ARENA VILLAGE, Tenant shall in no event fail or refuse to vacate the premises in a timely manner when a TCO has been provided to the New Premises orLTD., if Tenant has elected to terminate this Lease. Concurrently with such relocation of the PremisesA LIMITED PARTNERSHIP By (Sig.) ---------------------------------------- Address c/o The Wheatcroft Company By (Sig.) ---------------------------- ---------------------------------------- 404 Camino Del Rio South, Landlord and Tenant shall immediately execute an amendment to this Lease reflecting the substitution of the Premises.Suite ▇▇▇ "▇▇▇▇▇▇▇▇" ------------------------------------ San Diego, CA 92108 TECHNOLOGY APPLICATIONS & SERVICE COMPANY, ------------------------------------------ A DELAWARE CORPORATION By ---------------------------------------

BUILDING PLANNING. If Landlord hereby reserves requires the one-time right at any time after execution hereof to substitute Premises for use in conjunction with another suite or for other reasons connected with the planning program for the Premises Building, Landlord will have the right, upon sixty (60) days prior written notice to Tenant, to move Tenant to other premises space in the Building of substantially similar size as the Premises, and with tenant improvements of substantially similar age, quality, and layout as then existing in the Premises. Any such relocation will be at Landlord's cost and expense, including the cost of providing such substantially similar tenant improvements (“New Premises”)but not any furniture or personal property) and Tenant's reasonable moving, telephone installation and stationary reprinting costs. If Landlord so relocates Tenant, the terms and conditions of this Lease will remain in which event full force and effect and apply to the New Premises shall new space, except that (a) a revised Exhibit "A-II" will become part of -------------- this Lease and will reflect the location of the new space, (b) Paragraph 1 of this Lease will be amended to include and state all correct data as to the new space, (c) the new space will thereafter be deemed to be the Premises for purposes "Premises", and (d) all economic terms and conditions (e.g. rent, total Operating Expense Allowance, etc.) will be adjusted on a per square foot basis based on the total number of rentable square feet of area contained in the new space. Landlord and Tenant agree to cooperate fully with one another in order to minimize the inconvenience of Tenant resulting from any such relocation. However, if the new space does not meet with Tenant's reasonable approval, Tenant will have the right to cancel this Lease. In the event Lease upon giving Landlord provides Tenant with written notice of its intent to exercise its rights hereunder thirty (“Relocation Notice”), the substitution for the Premises shall be completed at such time and in such manner as to inconvenience Tenant as little as practicable within ninety (9030) days from the date of Relocation Notice, but in no event later than three notice within ten (310) days after of receipt of Landlord’s 's relocation notification; provided, however, Landlord has the right, by written notice to Tenant that given within ten (10) days following receipt of Tenant's cancellation notice to rescind Landlord's relocation notice, in which event Landlord's relocation notice will be rescinded, Tenant's cancellation notice will be cancelled and this Lease will remain in full force and effect. If Tenant cancels this Lease pursuant to this ▇▇▇▇▇▇▇▇▇ ▇▇, ▇▇▇▇▇▇ agrees to vacate the New Building and the Premises is ready for occupancy by Tenant and shall be further subject to the following conditions: (a) The amount of the Rentable Area of New Premises shall be comparable to that of the “initial” Premises; and (b) Any such substitution shall be effectuated only for the purpose of accommodating a tenant that will occupy all or a substantial portion of the floor on which the “initial” Premises are located; and (c) Landlord shall provide Tenant at Landlord’s cost and expense with new letterhead stationery, envelopes and business cards and shall provide tenant improvements in the New Premises similar in quality and value (taking into account the age, depreciation, and wear and tear) to those in the “initial” Premises, and move Tenant’s personal property and equipment from the “initial” Premises to the New Premises. In addition, Landlord shall pay for Tenant’s reasonable moving costs, including but not limited to the costs of moving cabling, furniture, etc. Tenant shall have the option within thirty (30) days following of its delivery of Relocation Notice to deliver to Landlord a written notice either accepting the New Premises then being offered by Landlord (such offer to include the floor location and the as-built plans of the New Premises and the projected move-in date), or to terminate this Lease within one hundred eighty (180) days following Tenant’s election to terminate. Notwithstanding the foregoing however, Landlord shall have the right to rescind its election to substitute new premises within thirty (30) days following Tenant’s delivery notice of its notice to Landlord, thereby nullifying Tenant’s election. If Tenant fails to give such notice, such termination option shall be null and void and of no further force and effect. If Tenant elects to terminate this Lease and Landlord does not rescind its notice to substitute new premises, Landlord shall pay Tenant, within thirty (30) days following expiration of Landlord’s right to rescind its election as set forth above, an amount equal to the unamortized book value of the excess Tenant Improvements in the Premises paid for solely by the Tenant pursuant to Article 7.2 of the Work Letter Agreement. Notwithstanding any good faith dispute between the parties over any issue relative to the provisions of this Article 28, Tenant shall in no event fail or refuse to vacate the premises in a timely manner when a TCO has been provided to the New Premises or, if Tenant has elected to terminate this Lease. Concurrently with such relocation of the Premises, Landlord and Tenant shall immediately execute an amendment to this Lease reflecting the substitution of the Premisescancellation.

BUILDING PLANNING. If Landlord hereby reserves requires the one-time right at any time after execution hereof to substitute Premises for use in conjunction with another suite or for other reasons connected with the planning program for the Premises Building. Landlord will have the right, upon sixty (60) days prior written notice to Tenant, to move Tenant to other premises space in the Building of substantially similar size as the Premises, and with tenant improvements of substantially similar age, quality and layout as then existing in the Premises. Any such relocation will be at Landlord's cost and expense, including the cost of providing such substantially similar tenant improvements (“New Premises”)but not any furniture or personal property) and Tenant's reasonable moving, telephone installation and stationary reprinting costs. If Landlord so relocates Tenant, the terms and conditions of this Lease will remain in which event full force and effect and apply to the New Premises shall new space, except that (a) a revised Exhibit "A-H" will become part of this Lease and will reflect the location of the new space, (b) Paragraph 1 of this Lease will be amended to include and state all correct data as to the new space, (c) the new space will thereafter be deemed to be the Premises for purposes "Premises", and (d) all economic terms and conditions (e.g. rent, total Operating Expense Allowance, etc.) will be adjusted on a per square foot basis based on the total number of rentable square feet of area contained in the new space. Landlord and Tenant agree to cooperate fully with one another in order to minimize the inconvenience of Tenant resulting from any such relocation. However, if the new space does not meet with Tenant's reasonable approval, Tenant will have the right to cancel this Lease. In the event Lease upon giving Landlord provides Tenant with written notice of its intent to exercise its rights hereunder thirty (“Relocation Notice”), the substitution for the Premises shall be completed at such time and in such manner as to inconvenience Tenant as little as practicable within ninety (9030) days from the date of Relocation Notice, but in no event later than three notice within ten (310) days after of receipt of Landlord’s 's relocation notification; provided, however, Landlord has the right, by written notice to Tenant that given within ten (10) days following receipt of Tenant's cancellation notice to rescind Landlord's relocation notice, in which event Landlord's relocation notice will be rescinded, Tenant's cancellation notice will be cancelled and this Lease will remain in full force and effect. If Tenant cancels this Lease pursuant to this Paragraph 27, Tenant agrees to ▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇ and the New Premises is ready for occupancy by Tenant and shall be further subject to the following conditions: (a) The amount of the Rentable Area of New Premises shall be comparable to that of the “initial” Premises; and (b) Any such substitution shall be effectuated only for the purpose of accommodating a tenant that will occupy all or a substantial portion of the floor on which the “initial” Premises are located; and (c) Landlord shall provide Tenant at Landlord’s cost and expense with new letterhead stationery, envelopes and business cards and shall provide tenant improvements in the New Premises similar in quality and value (taking into account the age, depreciation, and wear and tear) to those in the “initial” Premises, and move Tenant’s personal property and equipment from the “initial” Premises to the New Premises. In addition, Landlord shall pay for Tenant’s reasonable moving costs, including but not limited to the costs of moving cabling, furniture, etc. Tenant shall have the option within thirty (30) days following of its delivery of Relocation Notice to deliver to Landlord a written notice either accepting the New Premises then being offered by Landlord (such offer to include the floor location and the as-built plans of the New Premises and the projected move-in date), or to terminate this Lease within one hundred eighty (180) days following Tenant’s election to terminate. Notwithstanding the foregoing however, Landlord shall have the right to rescind its election to substitute new premises within thirty (30) days following Tenant’s delivery notice of its notice to Landlord, thereby nullifying Tenant’s election. If Tenant fails to give such notice, such termination option shall be null and void and of no further force and effect. If Tenant elects to terminate this Lease and Landlord does not rescind its notice to substitute new premises, Landlord shall pay Tenant, within thirty (30) days following expiration of Landlord’s right to rescind its election as set forth above, an amount equal to the unamortized book value of the excess Tenant Improvements in the Premises paid for solely by the Tenant pursuant to Article 7.2 of the Work Letter Agreement. Notwithstanding any good faith dispute between the parties over any issue relative to the provisions of this Article 28, Tenant shall in no event fail or refuse to vacate the premises in a timely manner when a TCO has been provided to the New Premises or, if Tenant has elected to terminate this Lease. Concurrently with such relocation of the Premises, Landlord and Tenant shall immediately execute an amendment to this Lease reflecting the substitution of the Premisescancellation.

BUILDING PLANNING. If Landlord hereby reserves requires the one-time right at any time after execution hereof to substitute Premises for use in conjunction with another suite or for other reasons connected with the planning program for the Premises Building, Landlord will have the right, upon one hundred fifty (150) days prior written notice to Tenant, to move Tenant to other premises upper floor space in the Building Development of substantially similar size as the Premises, with similar views, and with tenant improvements of substantially similar quality and layout as then existing in the Premises. The replacement space must be an entire single floor. Any such relocation will be at Landlord's cost and expense, including the cost of providing such substantially similar tenant improvements (“New Premises”)but not any furniture or personal property, except as otherwise specifically set forth herein) and Tenant's reasonable moving, telephone and cable installation, modification of furniture modules, if required, and stationery reprinting costs. If Landlord so relocates Tenant, the terms and conditions of this Lease will remain in which event full force and effect and apply to the New Premises shall new space, except that (a) a revised Exhibit "A-II" will become part of this Lease and will reflect the location of the new space, (b) Paragraph 1 of this Lease will be amended to include and state all correct data as to the new space, (c) the new space will thereafter be deemed to be the Premises for purposes "Premises", and (d) all economic terms and conditions (e.g. rent, total Operating Expense Allowance, etc.) will be adjusted on a per square foot basis based on the total number of this Lease. In the event Landlord provides Tenant with written notice rentable square feet of its intent to exercise its rights hereunder (“Relocation Notice”), the substitution for the Premises shall be completed at such time and in such manner as to inconvenience Tenant as little as practicable within ninety (90) days from the date of Relocation Notice, but in no event later than three (3) days after Landlord’s notice to Tenant that the New Premises is ready for occupancy by Tenant and shall be further subject to the following conditions: (a) The amount of the Rentable Area of New Premises shall be comparable to that of the “initial” Premises; and (b) Any such substitution shall be effectuated only for the purpose of accommodating a tenant that will occupy all or a substantial portion of the floor on which the “initial” Premises are located; and (c) Landlord shall provide Tenant at Landlord’s cost and expense with new letterhead stationery, envelopes and business cards and shall provide tenant improvements area contained in the New Premises similar new space. Landlord and Tenant agree to cooperate fully with one another in quality and value (taking into account order to minimize the ageinconvenience of Tenant resulting from any such relocation. However, depreciationif the new space does not meet with Tenant's reasonable approval, and wear and tear) to those in the “initial” Premises, and move Tenant’s personal property and equipment from the “initial” Premises to the New Premises. In addition, Landlord shall pay for Tenant’s reasonable moving costs, including but not limited to the costs of moving cabling, furniture, etc. Tenant shall have the option within thirty (30) days following delivery of Relocation Notice to deliver to Landlord a written notice either accepting the New Premises then being offered by Landlord (such offer to include the floor location and the as-built plans of the New Premises and the projected move-in date), or to terminate this Lease within one hundred eighty (180) days following Tenant’s election to terminate. Notwithstanding the foregoing however, Landlord shall will have the right to rescind its election cancel this Lease upon giving Landlord one hundred fifty (150) days notice within ten (10) days of receipt of Landlord's relocation notification accompanied by a description of the replacement space; provided, however, Landlord has the right, by written notice to substitute new premises Tenant given within thirty ten (3010) days following receipt of Tenant’s delivery of its 's cancellation notice to rescind Landlord, thereby nullifying Tenant’s election. If Tenant fails to give such 's relocation notice, such termination option shall in which event Landlord's relocation notice will be null rescinded, Tenant's cancellation notice will be cancelled and void and of no further this Lease will remain in full force and effect. If Tenant elects to terminate cancels this Lease and Landlord does not rescind its notice to substitute new premises, Landlord shall pay Tenant, within thirty (30) days following expiration of Landlord’s right to rescind its election as set forth above, an amount equal to the unamortized book value of the excess Tenant Improvements in the Premises paid for solely by the Tenant pursuant to Article 7.2 of the Work Letter Agreement. Notwithstanding any good faith dispute between the parties over any issue relative to the provisions of this Article 28▇▇▇▇▇▇▇▇▇ ▇▇, Tenant shall in no event fail or refuse ▇▇▇▇▇▇ agrees to vacate the premises in a timely manner when a TCO has been provided Building and the Premises within one hundred fifty (150) days of its delivery to the New Premises or, if Tenant has elected to terminate this Lease. Concurrently with such relocation Landlord of the Premises, Landlord and Tenant shall immediately execute an amendment to this Lease reflecting the substitution notice of the Premisescancellation.

BUILDING PLANNING. If Landlord hereby reserves requires the one-time right at any time after execution hereof to substitute Premises for use in conjunction with another suite or for other reasons connected with the planning program for the Premises Building, Landlord will have the right, upon sixty (60) days prior written notice to Tenant, to move Tenant to other premises space in the Building of substantially similar size as the Premises, and with tenant improvements of substantially similar age, quality and layout as then existing in the Premises. Any such relocation will be at Landlord's cost and expense, including the cost of providing such substantially similar tenant improvements (“New Premises”)but not any furniture or personal property) and Tenant's reasonable moving, telephone installation and stationary reprinting costs. If Landlord so relocates Tenant, the terms and conditions of this Lease will remain in which event full force and effect and apply to the New Premises shall new space, except that (a) a revised Exhibit "A-II" will become part of this Lease and will reflect the location of the new space, (b) Paragraph 1 of this Lease will be amended to include and state all correct data as to the new space, (c) the new space will thereafter be deemed to be the Premises for purposes "Premises", and (d) all economic terms and conditions (e.g. rent, total Operating Expense Allowance, etc.) will be adjusted on a per square foot basis based on the total number of rentable square feet of area contained in the new space. Landlord and Tenant agree to cooperate fully with one another in order to minimize the inconvenience of Tenant resulting from any such relocation. However, if the new space does not meet with Tenant's reasonable approval, Tenant will have the right to cancel this Lease. In the event Lease upon giving Landlord provides Tenant with written notice of its intent to exercise its rights hereunder thirty (“Relocation Notice”), the substitution for the Premises shall be completed at such time and in such manner as to inconvenience Tenant as little as practicable within ninety (9030) days from the date of Relocation Notice, but in no event later than three notice within ten (310) days after of receipt of Landlord’s 's relocation notification; provided, however, Landlord has the right, by written notice to Tenant that given within ten (10) days following receipt of Tenant's cancellation notice to rescind Landlord's relocation notice, in which event Landlord's relocation notice will be rescinded, Tenant's cancellation notice will be cancelled and this Lease will remain in full force and effect. If Tenant cancels this Lease pursuant to this ▇▇▇▇▇▇▇▇▇ ▇▇, ▇▇▇▇▇▇ agrees to vacate the New Building and the Premises is ready for occupancy by Tenant and shall be further subject to the following conditions: (a) The amount of the Rentable Area of New Premises shall be comparable to that of the “initial” Premises; and (b) Any such substitution shall be effectuated only for the purpose of accommodating a tenant that will occupy all or a substantial portion of the floor on which the “initial” Premises are located; and (c) Landlord shall provide Tenant at Landlord’s cost and expense with new letterhead stationery, envelopes and business cards and shall provide tenant improvements in the New Premises similar in quality and value (taking into account the age, depreciation, and wear and tear) to those in the “initial” Premises, and move Tenant’s personal property and equipment from the “initial” Premises to the New Premises. In addition, Landlord shall pay for Tenant’s reasonable moving costs, including but not limited to the costs of moving cabling, furniture, etc. Tenant shall have the option within thirty (30) days following of its delivery of Relocation Notice to deliver to Landlord a written notice either accepting the New Premises then being offered by Landlord (such offer to include the floor location and the as-built plans of the New Premises and the projected move-in date), or to terminate this Lease within one hundred eighty (180) days following Tenant’s election to terminate. Notwithstanding the foregoing however, Landlord shall have the right to rescind its election to substitute new premises within thirty (30) days following Tenant’s delivery notice of its notice to Landlord, thereby nullifying Tenant’s election. If Tenant fails to give such notice, such termination option shall be null and void and of no further force and effect. If Tenant elects to terminate this Lease and Landlord does not rescind its notice to substitute new premises, Landlord shall pay Tenant, within thirty (30) days following expiration of Landlord’s right to rescind its election as set forth above, an amount equal to the unamortized book value of the excess Tenant Improvements in the Premises paid for solely by the Tenant pursuant to Article 7.2 of the Work Letter Agreement. Notwithstanding any good faith dispute between the parties over any issue relative to the provisions of this Article 28, Tenant shall in no event fail or refuse to vacate the premises in a timely manner when a TCO has been provided to the New Premises or, if Tenant has elected to terminate this Lease. Concurrently with such relocation of the Premises, Landlord and Tenant shall immediately execute an amendment to this Lease reflecting the substitution of the Premisescancellation.

BUILDING PLANNING. If Landlord hereby reserves the one-time right at any time after execution hereof to substitute for requires the Premises for use by another ------------------ tenant or for other premises reasons connected with the Building planning program, then Landlord shall have the right, upon sixty (60) days' prior written notice to Tenant, to relocate the Premises to other space in the Building (“New of substantially similar size as the Premises”), and with tenant improvements of substantially similar age, quality and layout as then existing in which event the New Premises shall be deemed to be the Premises for purposes of this LeasePremises. In the event Landlord provides Tenant with written notice of its intent to exercise its rights hereunder (“Relocation Notice”), the substitution for the Premises shall be completed at any such time and in such manner as to inconvenience Tenant as little as practicable within ninety (90) days from the date of Relocation Notice, but in no event later than three (3) days after Landlord’s notice to Tenant that the New Premises is ready for occupancy by Tenant and shall be further subject to the following conditions: (a) The amount of the Rentable Area of New Premises shall be comparable to that of the “initial” Premises; and (b) Any such substitution shall be effectuated only for the purpose of accommodating a tenant that will occupy all or a substantial portion of the floor on which the “initial” Premises are located; and (c) Landlord shall provide Tenant at Landlord’s cost and expense with new letterhead stationery, envelopes and business cards and shall provide tenant improvements in the New Premises similar in quality and value (taking into account the age, depreciation, and wear and tear) to those in the “initial” Premises, and move Tenant’s personal property and equipment from the “initial” Premises to the New Premises. In additionrelocation, Landlord shall pay for Tenant’s reasonable moving costs, including the cost of providing substantially similar tenant improvements (but not limited to the costs of moving cabling, furniture, etc. Tenant shall have the option within thirty (30) days following delivery of Relocation Notice to deliver to Landlord a written notice either accepting the New Premises then being offered by Landlord (such offer to include the floor location and the as-built plans of the New Premises and the projected move-in dateany furniture or personal property), or to terminate this Lease within one hundred eighty (180) days following Tenant’s election to terminate. Notwithstanding the foregoing however, and Landlord shall have the right to rescind its election to substitute new premises within thirty (30) days following Tenant’s delivery of its notice to Landlord, thereby nullifying Tenant’s election. If Tenant fails to give such notice, such termination option shall be null and void and of no further force and effect. If Tenant elects to terminate this Lease and Landlord does not rescind its notice to substitute new premises, Landlord shall pay reimburse Tenant, within thirty (30) days following expiration after Landlord's receipt of Landlord’s right to rescind its election as set forth aboveinvoices and paid receipts, an amount equal for the reasonable moving, telephone installation and stationery reprinting costs actually paid for by Tenant in connection with such relocation. If Landlord so relocates Tenant, the terms and conditions of this Lease shall remain in full force and effect and apply to the unamortized book value new space, except that (a) a revised Exhibit "B" shall become part ---------- of this Lease and shall reflect the location of the excess Tenant Improvements in new space, (b) Paragraph 1 of this Lease shall be amended to include and state all correct data as to the Premises paid for solely by new space, and (c) such new space shall thereafter be deemed to be the Tenant pursuant to Article 7.2 of the Work Letter Agreement"Premises". Notwithstanding any good faith dispute between the parties over any issue relative to the foregoing provisions of this Article 28Paragraph 29 to the contrary, if the new space contains more Rentable Square Feet than the original Premises, Tenant shall in no event fail not be obligated to pay any more Annual Basic Rent or refuse to vacate the premises in a timely manner when a TCO has been provided Excess Expenses than otherwise applicable to the New Premises or, if Tenant has elected to terminate this Leaseoriginal Premises. Concurrently with such relocation of the Premises, Landlord and Tenant shall immediately execute an amendment agree to this Lease reflecting cooperate fully in order to minimize the substitution inconvenience of the PremisesTenant resulting from such relocation.