Common use of Condemnation/Eminent Domain Clause in Contracts

Condemnation/Eminent Domain. In the event that all or substantially all of the Building or the Property shall be taken or appropriated by eminent domain or shall be condemned for any public or quasi-public use, or (by virtue of any such taking, appropriation or condemnation) shall suffer any damage (direct, indirect or consequential) for which Landlord or Tenant shall be entitled to compensation, then (and in any such event) this Lease and the term hereof may be terminated at the election of Landlord by a notice in writing of its election so to terminate which shall be given by Landlord to Tenant within sixty (60) days following the date on which Landlord shall have received notice of such taking, appropriation or condemnation. In the event that (i) the entire Building or (ii) a substantial portion of the Building or the access to the Building shall be so taken (including, without limitation, any portion of the Parking Areas such that the number of cars that may be legally parked on the Property is reduced by more than 40% or the means of vehicular access to the remaining Parking Areas is eliminated), appropriated or condemned such that Tenant shall be reasonably precluded from effectively utilizing the Premises for the permitted Use of the Premises for a period of time greater than 12 months, then (and in any such event) this Lease and the Term hereof may be terminated at the election of Tenant by a notice in writing of its election so to terminate which shall be given by Tenant to Landlord within sixty (60) days following the date on which Tenant shall have received notice of such taking, appropriation or condemnation.

Condemnation/Eminent Domain. In the event that all or substantially all of the Building or Building, the Property or any portion thereof shall be taken or appropriated by eminent domain or shall be condemned for any public or quasi-public use, or (by virtue of any such taking, appropriation or condemnation) shall suffer any damage (direct, indirect or consequential) for which Landlord or Tenant shall be entitled to compensation, then (and in any such event) this Lease and the term hereof may be terminated at the election of Landlord by a notice in writing of its election so to terminate which shall be given by Landlord to Tenant within sixty (60) days following the date on which Landlord shall have received notice of such taking, appropriation or condemnation. In the event that (i) the entire Building Premises or (ii) a substantial portion of the Building Premises or the access to the Building Premises shall be so taken (including, without limitation, any portion of the Parking Areas such that the number of cars that may be legally parked on the Property is reduced by more than 40% or the means of vehicular access to the remaining Parking Areas is eliminated)taken, appropriated or condemned such that Tenant shall be reasonably precluded from effectively utilizing the Premises for the permitted Use of the Premises for a period of time greater than 12 monthsPremises, then (and in any such event) this Lease and the Term hereof may be terminated at the election of Tenant by a notice in writing of its election so to terminate which shall be given by Tenant to Landlord within sixty (60) days following the date on which Tenant shall have received notice of such taking, appropriation or condemnation. Upon the giving of any such notice of termination (either by Landlord or Tenant) this Lease and the Term hereof shall terminate on or retroactively as of the date on which Tenant shall be required to vacate any part of the Premises or shall be deprived of a substantial part of the means of access thereto, provided, however, that Landlord may in Landlord's notice elect to terminate this Lease and the Term hereof retroactively as of the date on which such taking, appropriation or condemnation became legally effective. In the event of any such termination, this Lease and the Term hereof shall expire as of the effective termination date as fully and completely as if such date were the date originally fixed herein for the end of the Term of this Lease. If neither party (having the right so to do) elects to terminate, Landlord will, with reasonable diligence and at Landlord's expense, restore the remainder of the Premises, or the remainder of the means of access, as nearly as practical to the same condition as obtained prior to such taking, appropriation or condemnation in which event (i) a just proportion of the Annual Base Rent, according to the nature and extent of the taking, appropriation or condemnation and the resulting permanent injury to the Premises and the means of access thereto, shall be permanently abated, and (ii) a just proportion of the remainder of the Annual Base Rent, according to the nature and extent of the taking, appropriation or condemnation and the resultant injury sustained by the Premises and the means of access thereto, shall be abated until what remains of the Premises and the means of access thereto shall have been restored as fully as may be for permanent use and occupation by Tenant hereunder. Except for any award specifically reimbursing Tenant for moving or relocation expenses and except for any award specifically made to Tenant for interruption of Tenant's business, there are expressly reserved to Landlord all rights to compensation and damages created, accrued or accruing by reason of any such taking, appropriation or condemnation. In implementation and in confirmation of which Tenant does hereby acknowledge that Landlord shall be entitled to receive and retain all such compensation and damages, grants to Landlord all and whatever rights (if any) Tenant may have to such compensation and damages, and agrees to execute and deliver all and whatever further instruments of assignment as Landlord may from time to time request. In the event of any taking of the Premises or any part thereof for temporary use, (i) this Lease shall be and remain unaffected thereby, and (ii) Tenant shall be entitled to receive for itself any award made for such use, provided, that if any taking is for a period extending beyond the Term of this Lease, such award shall be apportioned between Landlord and Tenant as of the Term Expiration Date.

Condemnation/Eminent Domain. In the event that all the whole or substantially all of the Building or the Property shall be permanently taken or appropriated by eminent domain or shall be condemned for any public or quasi-public use, or (by virtue of any such taking, appropriation or condemnation) shall suffer any damage (direct, indirect or consequential) for which Landlord or Tenant shall be entitled to compensation, then (and in any such event) this Lease and the term Term hereof may shall automatically be terminated at as of the election of Landlord by a notice in writing of its election so to terminate which shall be given by Landlord to Tenant within sixty (60) days following the effective date on which Landlord shall have received notice of such taking, appropriation or condemnation. In the event that more than a material part (ii.e. greater than thirty percent (30%)) the entire Building or (ii) a substantial portion of the Building floor area of the Premises, or any material part of the means of access ( "material" in the case of access shall mean so as to substantially interfere with the Building use of the Premises), or any material parking ("material" in the case of parking shall mean the reduction of parking spaces to less than three and three tenths(3.3) parking spaces per one thousand (1,000) square feet of Premises), shall be so taken (including, without limitation, any portion of the Parking Areas such that the number of cars that may be legally parked on the Property is reduced by more than 40% or the means of vehicular access to the remaining Parking Areas is eliminated)taken, appropriated or condemned such that Tenant shall be reasonably precluded from effectively utilizing the Premises for the permitted Use of the Premises for a period in excess of time greater than 12 monthsone (1) year, then (and in any such event) this Lease and the Term hereof may be terminated at the election of Tenant by a notice in writing to Landlord of its election so to terminate which shall be given by Tenant to Landlord within sixty (60) days following the effective date on which Tenant shall have received notice of such taking, appropriation or condemnation. With respect to reductions in parking, Landlord may suspend the effectiveness of such notice by giving its own notice to Tenant within five (5) days of receipt of Tenant's notice that Landlord shall either (i) remove the impairment to Tenant's use of the Premises by repairing the Premises as soon as practicable, or (ii) provide substitute parking spaces equal to the number taken within reasonable proximity to the Premises within a reasonable time period, it being agreed that reasonable time includes weather - related delays associated with winter and spring site work and paving. In the event of any such termination, this Lease and Term hereof shall expire as of the date specified in such notice of termination from Tenant, which date shall not be more than sixty (60) days after the date of such notice, as fully and completely as if such date were the date herein originally scheduled as the Term Expiration Date. If this Lease is not terminated as above set forth, Landlord shall, with reasonable diligence and up to the amount of the award, restore the remainder of the Premises, and the remainder of the means of access, as nearly as practicably may be to the same condition as obtained prior to such taking, appropriation or condemnation in which event (i) a just proportion of the Fixed Rent and additional rent, according to the nature and extent of the taking, appropriation or condemnation and the resulting permanent injury to the Premises and the means of access thereto and parking shall be permanently abated, and (ii) a just proportion of the remainder of the Fixed Rent and additional rent, according to the nature and extent of the taking, appropriation or condemnation and the resultant injury sustained by the Premises and the means of access thereto and parking shall be abated until what remains of the Premises and the means of access thereto and parking, shall have been restored as fully as may be for permanent use and occupation by Tenant hereunder.

Condemnation/Eminent Domain. In the event that all the whole or substantially all any part of the Building or the Property shall be taken or appropriated by eminent domain or shall be condemned for any public or quasi-public use, or (by virtue of any such taking, appropriation or condemnation) shall suffer any damage (direct, indirect or consequential) for which Landlord or Tenant shall be entitled to compensation, compensation then (and in any such event) this Lease and the term Term hereof may be terminated at the election of Landlord by a notice in writing of its election so to terminate which shall be given by Landlord to Tenant within sixty (60) days following the date on which Landlord shall have received notice of such taking, appropriation or condemnation. In the event that (i) the entire Building or (ii) a substantial portion part of the Building Demised Premises or of the means of access to thereto within the Building perimeter of the Property shall be so taken (including, without limitation, any portion of the Parking Areas such that the number of cars that may be legally parked on the Property is reduced by more than 40% or the means of vehicular access to the remaining Parking Areas is eliminated)taken, appropriated or condemned such that Tenant shall be reasonably precluded from effectively utilizing the Premises for the permitted Use of the Premises for a period of time greater than 12 monthscondemned, then (and in any such event) this Lease and the Term hereof may be terminated at the election of Tenant by a notice in writing of its election so to terminate which shall be given by Tenant to Landlord within sixty (60) days following the date on which Tenant shall have received notice of such taking, appropriation or condemnation. Upon the giving of any such notice of termination (either by Landlord or Tenant) this Lease and the Term hereof shall terminate on or retroactively as of the date on which Tenant shall be required to vacate any part of the Demised Premises or shall be deprived of a substantial part of the means of access thereto, provided, however, that Landlord may in Landlord’s notice elect to terminate this Lease and the Term hereof retroactively as of the date on which such taking, appropriation or condemnation became legally effective. In the event of any such termination, this Lease and the Term hereof shall expire as of the effective termination date as fully and completely as if such date were the date herein originally scheduled as the Termination Date. If neither party (having the right so to do) elects to terminate this Lease, Landlord will, with reasonable diligence and at Landlord’s expense, restore the remainder of the Demised Premises, or the remainder of the means of access thereto, as nearly as practicably may be to the same condition as obtained prior to such taking, appropriation or condemnation in which event (i) a just proportion of the Yearly Fixed Rent, according to the nature and extent of the taking, appropriation or condemnation and the resulting permanent injury to the Demised Premises and the means of access thereto, shall be permanently abated, and (ii) a just proportion of the remainder of the Yearly Fixed Rent, according to the nature and extent of the taking, appropriation or condemnation and the resultant injury sustained by the Demised Premises and the means of access thereto, shall be abated until what remains of the Demised Premises and the means of access thereto shall have been restored as fully as may be for permanent use and occupation by Tenant hereunder. Except for any award specifically reimbursing Tenant for moving or relocation expenses, there are expressly reserved to Landlord all rights to compensation and damages created, accrued or accruing by reason of any such taking, appropriation or condemnation, in implementation and in confirmation of which Tenant does hereby acknowledge that Landlord shall be entitled to receive and retain all such compensation and damages, grants to Landlord all and whatever rights (if any) Tenant may have to such compensation and damages, and agrees to execute and deliver all and whatever further instruments of assignment as Landlord may from time to time request. In the event of any taking of the Demised Premises or any part thereof for temporary use, so long as the period thereof is not more than twelve (12) consecutive months and will not extend beyond the Termination Date, (i) this Lease shall be and remain unaffected thereby, and (ii) Tenant shall be entitled to receive for itself any award made for such use, provided, that if any taking is for a period extending beyond the Term of this Lease, such award shall be apportioned between Landlord and Tenant as of the Termination Date.

Condemnation/Eminent Domain. In the event that all or substantially all the whole of the Building or the Property Premises shall be taken or appropriated by eminent domain or shall be condemned for any public or quasi-public useuse either permanently or for a period of at ;east one year, this Lease shall cease and terminate as of the date the taking, appropriating or condemning agency has the right to possession of the Premises; provided, however, if the taking is temporary, Lessee shall have the option to continue this Lease by so notifying Lessor in writing within sixty (60) days of the taking, and, upon such notification, the provisions of this paragraph shall apply as if such taking were for a period of less than one year. If less than the whole of the Premises is so taken, appropriated or condemned and the floor area of the Premises is reduced by virtue of any more than twenty percent (20%) by such taking, appropriation or condemnation) , Lessee shall suffer any damage (directhave the option, indirect or consequential) for which Landlord or Tenant shall be entitled to compensation, then (and in any such event) this Lease and the term hereof may be terminated at the election of Landlord by a notice in writing of its election so to terminate which shall be given by Landlord to Tenant the other within sixty (60) 30 days following the date on which Landlord shall have Lessee received notice of such taking, appropriation or condemnation, to terminate this Lease. In Upon the event that (i) the entire Building or (ii) a substantial portion giving of the Building or the access to the Building shall be so taken (including, without limitation, any portion of the Parking Areas such that the number of cars that may be legally parked on the Property is reduced by more than 40% or the means of vehicular access to the remaining Parking Areas is eliminated), appropriated or condemned such that Tenant shall be reasonably precluded from effectively utilizing the Premises for the permitted Use of the Premises for a period of time greater than 12 months, then (and in any such event) notice of termination by Lessee, this Lease and the Term hereof may be terminated at the election of Tenant by a notice in writing this Lease shall terminate on or retroactively as of its election so to terminate which shall be given by Tenant to Landlord within sixty (60) days following the date on which Tenant Lessee shall be required to vacate any part of the Demised Premises. In the event of any such termination, this Lease and the Term of this Lease shall expire as of the effective termination date as fully and completely as if such date were the date originally fixed in this Lease for the end of the Term of this Lease. In the event of any other taking, appropriation or condemnation or if Lessee is entitled to terminate this Lease but does not elect to do so, Lessor will, with reasonable diligence and at Lessor's expense, restore the remainder of the Demised Premises as nearly as practical to the same condition as obtained prior to such taking, appropriation or condemnation in which event (i) a just proportion of the Annual Base Rent, according to the nature and extent of the taking, appropriation or condemnation and the resulting permanent injury to the Premises, shall be permanently abated, and (ii) a just proportion of the remainder of the Annual Base Rent, according to the nature and extent of the taking, appropriation or condemnation and the resultant injury sustained by the Premises, shall be abated until what remains of the Premises shall have received notice been restored as fully as may be for permanent use and occupation by Lessee for the Use of the Demised Premises hereunder. Except for any award specifically reimbursing Lessee for moving, relocation or Lessee's improvement (reduced by any cost to bring the Demised Premises into Class A office space) expenses, except for any award specifically made to Lessee for interruption of Lessee's business and except for any award made to Lessee for damage or loss of Lessee's personal property and equipment, there are expressly reserved to Lessor all rights to compensation and damages created, accrued or accruing by reason of any such taking, appropriation or condemnation. In implementation and in confirmation of which Lessee does acknowledge that Lessor shall be entitled to receive and retain all such compensation and damages, grants to Lessor all and whatever rights (if any) Lessee may have to such compensation and damages, and agrees to execute and deliver all and whatever further instruments of assignment as Lessor may from time to time request. In any condemnation proceeding, Lessee and Lessor shall each seek its award in conformity with this Article, at its respective expense; provided that Lessee shall not initiate, prosecute or acquiesce in any proceedings that may result in diminution of any award payable to Lessor. In the event of any taking of the Demised Premises or any part thereof for a period of less than one year, (i) this Lease shall be and remain unaffected thereby, and (ii) Lessee shall be entitled to negotiate with the taking authority and to receive for itself any award made for such use, provided, that if any taking is for a period extending beyond the Term of this Lease, such award shall be apportioned between Lessor and Lessee as of the Term Expiration Date.

Condemnation/Eminent Domain. In the event that all the Premises or substantially all any part thereof, or the whole or any part of the Building or (but in no event less than ten percent (10%) of the Property Building unless such portion is necessary for access thereto), shall be taken or appropriated by eminent domain or shall be condemned for any public or quasi-public use, or (by virtue of any such taking, appropriation or condemnation) shall suffer any damage (direct, indirect or consequential) for which Landlord or Tenant shall be entitled to compensation, then (and in any such event) this Lease and the term Term hereof may be terminated at the election of Landlord by a notice in writing of its election so to terminate which shall be given by Landlord to Tenant within sixty (60) days following the date on which Landlord shall have received notice of such taking, appropriation or condemnation. In the event that (i) the entire Building or (ii) a substantial portion part of the Building or the access to the Building shall be so taken (including, without limitation, any portion of the Parking Areas such that the number of cars that may be legally parked on the Property is reduced by more than 40% Premises or the means of vehicular access to the remaining Parking Areas is eliminated)thereto shall be so taken, appropriated or condemned such that Tenant shall be reasonably precluded from effectively utilizing condemned, and in either case, the Premises for the permitted Use remainder of the Premises or the mode of access thereto is, in Tenant’s good faith judgment, unsuitable for a period the operation of time greater than 12 monthsTenant’s business in the Premises, then (and in any such event) this Lease and the Term hereof may be terminated at the election of Tenant by a notice in writing of its election so to terminate which shall be given by Tenant to Landlord within sixty (60) days following the date on which Tenant shall have received notice of such taking, appropriation or condemnation. Upon the giving of any such notice of termination (either by Landlord or Tenant) this Lease and the Term hereof shall terminate on or retroactively as of the date on which Tenant shall be required to vacate any part of the Premises or shall be deprived of a substantial part of the means of access thereto, provided, however, that Landlord may in Landlord’s notice elect to terminate this Lease and the Term hereof retroactively as of the date on which such taking, appropriation or condemnation became legally effective. In the event of any such termination, this Lease and the Term hereof shall expire as of such effective termination date as though that were the Expiration Date as stated in Exhibit 1, and the Yearly Rent (together with Operating Costs Excess and Tax Excess) shall be apportioned as of such date. If neither party (having the right so to do) elects to terminate Landlord will, with reasonable diligence and at Landlord’s expense, restore the remainder of the Premises, or the remainder of the means of access, as nearly as practicably may be to the same condition as obtained prior to such taking, appropriation or condemnation in which event (i) the Total Rentable Area shall be equitably adjusted, (ii) a just proportion of the Yearly Rent, according to the nature and extent of the taking, appropriation or condemnation and the resulting permanent injury to the Premises and the means of access thereto, shall be permanently abated, and (iii) a just proportion of the remainder of the Yearly Rent, according to the nature and extent of the taking, appropriation or condemnation and the resultant injury sustained by the Premises and the means of access thereto, shall be abated until what remains of the Premises and the means of access thereto shall have been restored as fully as may be for permanent use and occupation by Tenant hereunder. Except for any award specifically reimbursing Tenant for moving or relocation expenses or for Tenant’s personal property, there are expressly reserved to Landlord all rights to compensation and damages created, accrued or accruing by reason of any such taking, appropriation or condemnation, in implementation and in confirmation of which Xxxxxx does hereby acknowledge that Landlord shall be entitled to receive all such compensation and damages, grant to Landlord all and whatever rights (if any) Tenant may have to such compensation and damages, and agree to execute and deliver all and whatever further instruments of assignment as Landlord may from time to time reasonably request. In the event of any taking of the Premises or any part thereof for temporary (i.e., not in excess of one (1) year) use, (i) this Lease shall be and remain unaffected thereby, and (ii) Tenant shall be entitled to receive for itself any award made to the extent allocable to the Premises in respect of such taking on account of such use, provided, that if any taking is for a period extending beyond the Term of this Lease, such award shall be apportioned between Landlord and Tenant as of the Expiration Date or earlier termination of this Lease.

Condemnation/Eminent Domain. 11.01 In the event that all or substantially all of the Real Property, Building or any part thereof, or the Property Demised Premises or any part thereof, shall be taken in condemnation proceedings or appropriated by the exercise of any right of eminent domain or by agreement between the Landlord on the one hand and any governmental authority authorized to exercise such right on the other hand, the Landlord shall be condemned entitled to collect from any condemnor the entire award or awards that may be made in any such proceeding, excepting Tenant's personal property hereby vested in or owned by Tenant, to be paid out as in this Article provided. Nothing in this Article shall prevent Tenant from bringing a separate action or proceeding for compensation for any public of Tenant's property or quasimoving expenses. 11.02 At any time during the Term if title to a portion greater than twenty-public usefive (25%) percent of the Real Property, the Building and/or Demised Premises shall be taken in condemnation proceedings or by the exercise of any right of eminent domain or by agreement between the Landlord on the one hand and any governmental authority authorized to exercise such right on the other hand, this Lease shall terminate and expire on the date of such taking and the Rent provided to be paid by Tenant shall be apportioned and paid to the date of such taking. 11.03 However, if less than twenty-five (25%) percent of the Real Property, Building and/or Demised Premises shall be so taken, this Lease nevertheless shall continue in full force and effect, except that Landlord or Tenant may elect to terminate this Lease if that portion of the Demised Premises then occupied by Tenant shall be reduced by more than twenty-five (25%) percent, or the Demised Premises shall become untenantable, by written notice of such election to the other party given not later than thirty (30) days after (i) notice of such taking is given by the condemning authority, or (ii) the date of such taking, whichever occurs later. Upon the giving of such notice this Lease shall terminate on the date of service of such notice and the Rent due and to become due shall be prorated and adjusted as of the date of the taking. If both parties fail to give notice upon such partial taking, and this Lease continues in force as to any part of the Demised Premises not taken, the Rent apportioned to the part taken shall be prorated and adjusted as of the date of the taking and from such date the Rent shall be reduced to the amount apportioned on the remainder of the Demised Premises, and the Tenant's Share shall be recomputed to reflect the number of square feet of Tenant's Floor Space remaining in the Demised Premises in relation to the number of square feet of Total Building Floor Space remaining in the Building. 11.04 Tenant shall not be entitled to any portion of any condemnation award or private purchase price. Tenant hereby expressly assigns to the Landlord all of its rights in and to every such award, compensation, damages, rights of action, proceeds or purchase price and agrees to execute and lend all documents required to facilitate collection thereof by virtue the Landlord. Landlord shall be under no obligation to question the amount of any such takingaward or compensation and may accept the same in the amount paid. Notwithstanding the foregoing provisions of this Article, appropriation or condemnation) shall suffer any damage (direct, indirect or consequential) for which Landlord or Tenant shall be entitled to compensationappear, claim, prove and receive in the proceeding relating to any taking mentioned in the preceding Sections of this Article, such portion of each award made therein as represents (a) Tenant's moving expenses, and (b) the then value of Tenant's personal property. (and a) Nothing herein contained shall be deemed to excuse Tenant from repairing or maintaining the Demised Premises as provided in this Lease or restoring all damage or destruction to the Demised Premises, regardless of whether or not there are proceeds available or whether any such event) this Lease Proceeds are sufficient in amount, and the term hereof may application or release by Landlord of any Proceeds shall not cure or waive any default or notice of default under this Agreement or on validate any act done pursuant to such notice. (b) Any monies received as a condemnation award shall be terminated paid over to Landlord to be applied at the election option of Landlord by for the restoration of the Improvements. (c) If at any time there shall occur a notice in writing of its election so to terminate which shall be given by Landlord to Tenant within sixty (60) days following the date on which partial condemnation or partial taking, and if Landlord shall have received notice decided in its sole discretion to permit Tenant to use any condemnation award for the restoration of the Demised Premises, then Tenant may use such proceeds to restore the Demised Premised provided that (i) the net proceeds are sufficient to restore the Demised Premises, or if such proceeds are insufficient in the opinion of Landlord on advice from its architect to restore the Demised Premises, Tenant shall have deposited with Landlord cash in an amount equal to the difference between the cost of such restoration and such proceeds, (ii) there shall exist no Event of Default, nor any event which, after notice or the passage of time would become an Event of Default, (iii) in the opinion of Landlord on advice from its architect the Demised Premises can be completely restore within 180 days from the occurrence of such partial condemnation or taking, appropriation or by the Expiration Date (as defined in the Note), whichever occurs first; and (iv) Landlord shall determine, based on advice from its architect, that the contemplated restoration of the Demised Premises shall, when completed, render the Demised Premises a complete, economically viable architectural unit of substantially the same usefulness, design and construction and fully functional for the same purposes and uses as existed prior to the condemnation. In the event such condemnation award is used to repair or restore the Demised Premises pursuant to this Section, Tenant shall obtain, at its sole cost and expense, an architect who shall submit plans to Landlord for the restoration of the Demised Premises indicating that such restoration of the Demised Premises indicating that such restoration can be completed within the period provided for herein, together with a budget itemizing the projected costs of such restoration. Said plans and budget are subject to the approval of Landlord. Tenant shall also obtain and post, at its sole cost and expense, all necessary Federal, State and local permits and approvals prior to the commencement of such restoration. Tenant agrees that condemnation awards to be used to restore the Demised Premises shall be held by Landlord and disbursed periodically: (i) on advice from Landlord's architect (who shall be employed by Landlord at Tenant's sole expense) that the entire Building work completed or materials installed conform to said budget and plans, as approved by Landlord; and (ii) a substantial portion upon presentment of the Building or the access receipted bills and releases satisfactory to the Building Landlord. The expenses incurred by Landlord, including architects' and attorneys' fees, and all soft and hard costs in connection with such restoration, shall be so taken (including, without limitation, any portion of the Parking Areas such that the number of cars that may be legally parked on the Property is reduced by more than 40% or the means of vehicular access to the remaining Parking Areas is eliminated), appropriated or condemned such that Tenant shall be reasonably precluded from effectively utilizing the Premises for the permitted Use of the Premises for a period of time greater than 12 months, then (and in any such event) this Lease and the Term hereof may be terminated at the election of Tenant by a notice in writing of its election so to terminate which shall be given paid by Tenant to the extent condemnation awards are insufficient to pay same. At no time shall Landlord within sixty (60) days following be obligated to disburse any funds if the date undisbursed balance is, in the opinion of Landlord based on which advice from its architect, insufficient to timely complete the restoration of the Demised Premises free and clear of all liens. Tenant shall have received notice agrees to post such bonds, obtain such guaranteed maximum price general contract agreement and/or enter into such agreements and arrangements as Landlord may require to insure lien-free completion of such taking, appropriation repairs or condemnationrestoration by the end of the period provided herein for completion of such repairs or restoration.

Condemnation/Eminent Domain. 11.01 In the event that all or substantially all of the Real Property, Building or any part thereof, or the Property Demised Premises or any part thereof, shall be taken in condemnation proceedings or appropriated by the exercise of any right of eminent domain or shall be condemned for by agreement between the Landlord on the one hand and any public or quasi-public usegovernmental authority authorized to exercise such right on the other hand, or (by virtue of any such taking, appropriation or condemnation) shall suffer any damage (direct, indirect or consequential) for which the Landlord or Tenant shall be entitled to compensation, then (and collect from any condemnor the entire award or awards that may be made in any such eventproceeding, excepting Tenant's personal property hereby vested in or owned by Tenant, to be paid out as in this Article provided. Nothing in this Article shall prevent Tenant from bringing a separate action or proceeding for compensation for any of Tenant's property or moving expenses. 11.02 At any time during the Term if title to a portion greater than twenty-five (25%) percent of the Real Property, the Building and/or Demised Premises shall be taken in condemnation proceedings or by the exercise of any right of eminent domain or by agreement between the Landlord on the one hand and any governmental authority authorized to exercise such right on the other hand, this Lease shall terminate and expire on the date of such taking and the term hereof Rent provided to be paid by Tenant shall be apportioned and paid to the date of such taking. 11.03 However, if less than twenty-five (25%) percent of the Real Property, Building and/or Demised Premises shall be so taken, this Lease nevertheless shall continue in full force and effect, except that Landlord or Tenant may be terminated at the election of Landlord by a notice in writing of its election so elect to terminate which this Lease if that portion of the Demised Premises then occupied by Tenant shall be reduced by more than twenty-five (25%) percent, or the Demised Premises shall become untenantable, by written notice of such election to the other party given not later than thirty (30) days after (i) notice of such taking is given by Landlord to Tenant within sixty the condemning authority, or (60ii) days following the date on which Landlord shall have received notice of such taking, appropriation or condemnationwhichever occurs later. In Upon the event that (i) giving of such notice this Lease shall terminate on the entire Building or (ii) a substantial portion date of service of such notice and the Rent due and to become due shall be prorated and adjusted as of the Building or date of the access taking. If both parties fail to give notice upon such partial taking, and this Lease continues in force as to any part of the Demised Premises not taken, the Rent apportioned to the Building part taken shall be so taken (including, without limitation, any portion prorated and adjusted as of the Parking Areas date of the taking and from such that date the Rent shall be reduced to the amount apportioned on the remainder of the Demised Premises, and the Tenant's Share shall be recomputed to reflect the number of cars that may be legally parked on square feet of Tenant's Floor Space remaining in the Property is reduced by more than 40% or the means of vehicular access Demised Premises in relation to the number of square feet of Total Building Floor Space remaining Parking Areas is eliminated), appropriated or condemned such that Tenant shall be reasonably precluded from effectively utilizing in the Premises for the permitted Use of the Premises for a period of time greater than 12 months, then (and in any such event) this Lease and the Term hereof may be terminated at the election of Tenant by a notice in writing of its election so to terminate which shall be given by Tenant to Landlord within sixty (60) days following the date on which Tenant shall have received notice of such taking, appropriation or condemnationBuilding.

Condemnation/Eminent Domain. In the event that all the whole or substantially all any part of the Building or the Property shall be taken or appropriated by eminent domain or shall be condemned for any public or quasi-public use, or (by virtue of any such taking, appropriation or condemnation) shall suffer any damage (direct, indirect or consequential) for which Landlord or Tenant shall be entitled to compensation, compensation then (and in any such event) this Lease and the term Term hereof may be terminated at the election of Landlord by a notice in writing of its election so to terminate which shall be given by the Landlord to Tenant within sixty (60) days following the date on which Landlord shall have received notice of such taking, appropriation or condemnation. In the event that (i) the entire Building or (ii) a substantial portion part of the Building Demised Premises or of the means of access to thereto within the Building perimeter of the Property shall be so taken (including, without limitation, any portion of the Parking Areas such that the number of cars that may be legally parked on the Property is reduced by more than 40% or the means of vehicular access to the remaining Parking Areas is eliminated)taken, appropriated or condemned such that Tenant shall be reasonably precluded from effectively utilizing the Premises for the permitted Use of the Premises for a period of time greater than 12 monthscondemned, then (and in any such event) this Lease and the Term hereof may be terminated at the election of Tenant by a notice in writing of its election so to terminate which shall be given by Tenant to Landlord within sixty (60) days following the date on which Tenant shall have received notice of such taking, appropriation or condemnation. Upon the giving of any such notice of termination (either by Landlord or Tenant) this Lease and the Term hereof shall terminate on or retroactively as of the date on which Tenant shall be required to vacate any part of the Demised Premises or shall be deprived of a substantial part of the means of access thereto, provided, however, that Landlord may in Landlord’s notice elect to terminate this Lease and the Term hereof retroactively as of the date on which such taking, appropriation or condemnation became legally effective. In the event of any such termination, this Lease and the Term hereof shall expire as of the effective termination date as fully and completely as if such date were the date herein originally scheduled as the Termination Date. If neither party (having the right so to do) elects to terminate Landlord will, with reasonable diligence and at Landlord’s expense, restore the remainder of the Demised Premises, or the remainder of the means of access, as nearly as practicably may be to the same condition as obtained prior to such taking, appropriation or condemnation in which event (i) a just proportion of the Yearly Fixed Rent and Additional Rent payable pursuant to Sections 6.2 and 6.3, according to the nature and extent of the taking, appropriation or condemnation and the resulting permanent injury to the Demised Premises and the means of access thereto, shall be permanently abated, and (ii) a just proportion of the remainder of the Yearly Fixed Rent and Additional Rent payable pursuant to Sections 6.2 and 6.3, according to the nature and extent of the taking, appropriation or condemnation and the resultant injury sustained by the Demised Premises and the means of access thereto, shall be abated until what remains of the Demised Premises and the means of access thereto shall have been restored as fully as may be for permanent use and occupation by Tenant hereunder. Except for any award specifically reimbursing Tenant for moving or relocation expenses, there are expressly reserved to Landlord all rights to compensation and damages created, accrued or accruing by reason of any such taking, appropriation or condemnation, in implementation and in confirmation of which Tenant does hereby acknowledge that Landlord shall be entitled to receive and retain all such compensation and damages, grants to Landlord all and whatever rights (if any) Tenant may have to such compensation and damages, and agrees to execute and deliver all and whatever further instruments of assignment as Landlord may from time to time request. In the event of any taking of the Demised Premises or any part thereof for temporary use, (i) this Lease shall be and remain unaffected thereby, and (ii) Tenant shall be entitled to receive for itself any award made for such use, provided, that if any taking is for a period extending beyond the Term of this Lease, such award shall be apportioned between Landlord and Tenant as of the Termination Date.

Condemnation/Eminent Domain. In the event that all the whole or substantially all of the Building or the Property shall be permanently taken or appropriated by eminent domain or shall be condemned for any public or quasi-public use, or (by virtue of any such taking, appropriation or condemnation) shall suffer any damage (direct, indirect or consequential) for which Landlord or Tenant shall be entitled to compensation, then (and in any such event) this Lease and the term Term hereof may shall automatically be terminated at as of the election of Landlord by a notice in writing of its election so to terminate which shall be given by Landlord to Tenant within sixty (60) days following the effective date on which Landlord shall have received notice of such taking, appropriation or condemnation. In the event that more than a material part (ii.e. greater than 30%) the entire Building or (ii) a substantial portion of the Building floor area of the Building, or any material part of the means of access ( "material" in the case of access shall mean so as to substantially interfere with the Building use of the Building), or any material parking ("material" in the case of parking shall mean the reduction of parking spaces to less than three (3)parking spaces per 1,000 square feet of Building), shall be so taken (including, without limitation, any portion of the Parking Areas such that the number of cars that may be legally parked on the Property is reduced by more than 40% or the means of vehicular access to the remaining Parking Areas is eliminated)taken, appropriated or condemned such that Tenant shall be reasonably precluded from effectively utilizing the Premises for the permitted Use of the Premises for a period in excess of time greater than 12 monthsone year, then (and in any such event) this Lease and the Term hereof may be terminated at the election of Tenant by a notice in writing to Landlord of its election so to terminate which shall be given by Tenant to Landlord within sixty (60) days following the effective date on which Tenant shall have received notice of such taking, appropriation or condemnation. With respect to reductions in parking, Landlord may suspend the effectiveness of such notice by giving its own notice to Tenant within five (5) days of receipt of Tenant's notice that Landlord shall either (i) remove the impairment to Tenant's use of the Building by repairing the Building as soon as practicable, or (ii) provide substitute parking spaces equal to the number taken within reasonable proximity to the Premises within a reasonable time period, it being agreed that reasonable time includes weather-related delays associated with winter and spring site work and paving. In the event of any such termination, this Lease and Term hereof shall expire as of the date specified in such notice of termination from Tenant, which date shall not be more than sixty (60) days after the date of such notice, as fully and completely as if such date were the date herein originally scheduled as the Term Expiration Date. If this Lease is not terminated as above set forth, Landlord shall, with reasonable diligence and up to the amount of the award, restore the remainder of the Premises, and the remainder of the means of access, as nearly as practicably may be to the same condition as obtained prior to such taking, appropriation or condemnation in which event (i) a just proportion of the Fixed Rent and additional rent, according to the nature and extent of the taking, appropriation or condemnation and the resulting permanent injury to the Premises and the means of access thereto and parking shall be permanently abated, and (ii) a just proportion of tile remainder of the Fixed Rent and additional rent, according to the nature and extent of the taking, appropriation or condemnation and the resultant injury sustained by the Premises and the means of access thereto and parking shall be abated until what remains of the Premises and the means of access thereto and parking, shall have been restored as fully as may be for permanent use and occupation by Tenant hereunder.

Condemnation/Eminent Domain. In the event that all the premises or substantially all any part thereof, or the whole or any part of the Building or the Property Project, shall be taken or appropriated by eminent domain or shall be condemned for any public or quasi-public use, or (by virtue of any such taking, appropriation or condemnation) shall suffer any damage (direct, indirect or consequential) for which Landlord or Tenant shall be entitled to compensation, then (and in any such event) this Lease and the term hereof may be terminated at the election of Landlord by a notice in writing of its election so to terminate which shall be given by Landlord to Tenant within sixty (60) days following the date on which Landlord shall have received notice of such taking, appropriation or condemnation. In the event that (i) the entire Building or (ii) a substantial portion part of the Building premises or of the means of access to the Building thereto shall be so taken (including, without limitation, any portion of the Parking Areas such that the number of cars that may be legally parked on the Property is reduced by more than 40% or the means of vehicular access to the remaining Parking Areas is eliminated)taken, appropriated or condemned such that Tenant shall be reasonably precluded from effectively utilizing the Premises for the permitted Use of the Premises for a period of time greater than 12 monthscondemned, then (and in any such event) this Lease and the Term term hereof may be terminated at the election of Tenant by a notice in writing of its election so to terminate which shall be given by Tenant to Landlord within sixty (60) days following the date on which Tenant shall have received notice of such taking, appropriation or condemnation. Upon the giving of any such notice of termination (either by Landlord or Tenant) this Lease and the term thereof shall terminate the date on which Tenant shall be required to vacate any part of the premises or shall be deprived of a substantial part of the means of access thereto. In the event of any such termination, this Lease and the term hereof shall expire as of such effective termination date as though that were the Termination Date as stated in Exhibit I, and the Yearly Rent shall be apportioned as of such date. If neither party (having the right so to do) elects to terminate Landlord will, with reasonable diligence and at Landlord's expense (but only to the extent of taking proceeds made available to Landlord), restore the remainder of the premises, or the remainder of the means of access, as nearly as practicably may be to the same condition as obtained prior to such taking, appropriation or condemnation in which event (i) the Total Rentable Area shall be adjusted as in Exhibit 5 provided, (ii) a just proportion of the rent and additional rent, according to the nature and extent of the taking, appropriation or condemnation and the resulting permanent injury to the premises and the means of access thereto, shall be permanently abated, and (iii) a just proportion of the remainder of the Yearly Rent, according to the nature and extent of the taking, appropriation or condemnation and the resultant injury sustained by the premises and the means of access thereto, shall be abated until what remains of the premises and the means of access thereto shall have been restored as fully as may be for permanent use and occupation by Tenant hereunder. Except for any award specifically reimbursing Tenant for moving or relocation expenses, there are expressly reserved to Landlord all rights to compensation and damages created, accrued or accruing by reason of any such taking, appropriation or condemnation, in implementation and in confirmation of which Tenant does hereby acknowledge that Landlord shall be entitled to receive all such compensation and damages, grant to Landlord all and whatever rights (if any) Tenant may have to such compensation and damages, and agree to execute and deliver all and whatever further instruments of assignment as Landlord may from time to time request. In the event of any taking of the premises or any part thereof for temporary use: (ie., a taking for a period of less than one hundred eighty (180) days) (i) this Lease shall be and remain unaffected thereby, and (ii) Tenant shall be entitled to receive for itself any award made for such use, provided, that if any taking is for a period extending beyond the term of this Lease, such award shall be apportioned between Landlord and Tenant as of the Termination Date or earlier termination of this Lease. (a) For the purposes of this Article 20-24, the following terms shall have the following meanings:

Condemnation/Eminent Domain. In the event that all the premises or substantially all any part thereof or the whole or any part of the Building or the Property Building, shall be taken or appropriated by eminent domain or shall be condemned for any public or quasi-public use, or (by virtue of any such taking, appropriation or condemnation) shall suffer any damage (direct, indirect or consequential) for which Landlord or Tenant shall be entitled to compensation, then (and in any such event) this Lease and the term hereof may be terminated at the election of Landlord by a notice in writing of its election so to terminate which shall be given by Landlord to Tenant within sixty (60) days following the date on which Landlord shall have received notice of such taking, appropriation or condemnation. In the event that (i) the entire Building or (ii) a substantial portion part of the Building premises or of the means of access to the Building thereto shall be so taken (including, without limitation, any portion of the Parking Areas such that the number of cars that may be legally parked on the Property is reduced by more than 40% or the means of vehicular access to the remaining Parking Areas is eliminated)taken, appropriated or condemned such that Tenant shall be reasonably precluded from effectively utilizing the Premises for the permitted Use of the Premises for a period of time greater than 12 monthscondemned, then (and in any such event) this Lease and the Term term hereof may be terminated at the election of Tenant by a notice in writing of its election so to terminate which shall be given by Tenant to Landlord within sixty (60) days following the date on which Tenant shall have received notice of such taking, appropriation or condemnation. Upon the giving of any such notice of termination (either by Landlord or Tenant) this Lease and the term hereof shall terminate on or retroactively as of the date on which Tenant shall be required to vacate any part of the premises or shall be deprived of a substantial part of the means of access thereto, provided, however, that Landlord may in Landlord's notice elect to terminate this Lease and the term hereof retroactively as of the date on which such taking, appropriation or condemnation became legally effective. In the event of any such termination, this Lease and the term hereof shall expire as of such effective termination date as though that were the Termination Date as stated in Exhibit 1, and the Yearly Rent shall be apportioned as of such date. If neither party (having the right so to do) elects to terminate Landlord will, with reasonable diligence and at Landlord's expense (but only to the extent of taking proceeds made available to Landlord), restore the remainder of the premises, or the remainder of the means of access, as nearly as practicably may be to the same condition as obtained prior to such taking, appropriation or condemnation in which event (i) a just proportion of the Yearly Rent, according to the nature and extent of the taking, appropriation or condemnation and the resulting permanent injury to the premises and the means of access thereto, shall be permanently abated, and (ii) a just proportion of the remainder of the Yearly Rent according to the nature and extent of the taking, appropriation or condemnation and the resultant injury sustained by the premises and the means of access thereto, shall be abated until what remains of the premises and the means of access thereto shall have been restored as fully as may be for permanent use and occupation by Tenant hereunder. Except for and award specifically reimbursing Tenant for moving or relocation expenses, there are expressly reserved to Landlord all rights to compensation and damages created, accrued or accruing by reason of any such taking, appropriation or condemnation, in implementation and in confirmation of which Tenant does hereby acknowledge that Landlord shall be entitled to receive all such compensation and damages, grant to Landlord all and whatever rights (if any) Tenant may have to such compensation and damages, and agrees to execute and deliver all and whatever further instruments of assignment as Landlord may from time to time request. In the event of any taking of the premises or any part thereof for temporary use, (i) this Lease shall be and remain unaffected thereby, and (ii) Tenant shall be entitled to receive for itself and award made for such use, provided, that if any taking is for a period extending beyond the term of this Lease, such award shall be apportioned between Landlord and Tenant as of the Termination Date or earlier termination of this Lease.

Condemnation/Eminent Domain. In the event that all the whole or substantially all any material part (i.e., twenty-five percent (25%) or more, or a lesser portion if access, parking or other essential Property functions or compliance with zoning requirements shall be materially adversely affected) of the Building or the Property Demised Premises shall be taken or appropriated by eminent domain or shall be condemned for any public or quasi-public use, or (by virtue of any such taking, appropriation or condemnation) shall suffer any damage (direct, indirect or consequential) for which Landlord or Tenant shall be entitled to compensation, then (and in any such event) this Lease and the term Term hereof may be terminated at the election of Landlord by a notice in writing of its election so to terminate which shall be given by the Landlord to Tenant within sixty (60) days following the date on which Landlord shall have received notice of such taking, appropriation or condemnation. In the event that more than twenty-five percent (i25%) the entire Building or (ii) a substantial portion of the Building floor area of the Demised Premises shall be so taken, appropriated or the condemned, or if, by reason of such taking, acquisition or condemnation, Tenant no longer has access to the Building shall be so taken (including, without limitation, any portion of the Parking Areas such that the number of cars that may be legally parked on the Property is reduced by more than 40% or the means of vehicular access to the remaining Parking Areas is eliminated), appropriated or condemned such that Tenant shall be reasonably precluded from effectively utilizing the Premises for the permitted Use of the Premises for a period of time greater than 12 monthsDemised Premises, then (and in any such event) this Lease and the Term hereof may be terminated at the election of Tenant by a notice in writing of its election so to terminate which shall be given by Tenant to Landlord within sixty (60) days following the date on which Tenant shall have received notice of such taking, appropriation or condemnation. Upon the giving of any such notice of termination (either by Landlord or Tenant) this Lease and the Term hereof shall terminate on or retroactively as of the date on which Tenant shall be required to vacate any part of the Demised Premises or shall be deprived of a substantial part of the means of access thereto, provided, however, that Landlord may in Landlord's notice elect to terminate this Lease and the Term hereof retroactively as of the date on which such taking, appropriation or condemnation became legally effective. In the event of any such termination, this Lease and the Term hereof shall expire as of the effective Expiration Date as fully and completely as if such date were the date herein originally scheduled as the Expiration Date. If neither party (having the right so to do) elects to terminate, Landlord will, with reasonable diligence and at Landlord's expense, restore the remainder of the Demised Premises, or the remainder of the means of access, as nearly as practicably may be to the same condition as obtained prior to such taking, appropriation or condemnation in which event (i) a just proportion of the Yearly Fixed Rent and Additional Rent, according to the nature and extent of the taking, appropriation or condemnation and the resulting permanent injury to the Demised Premises and the means of access thereto, shall be permanently abated, and (ii) a just proportion of the remainder of the Yearly Fixed Rent and Additional Rent, according to the nature and extent of the taking, appropriation or condemnation and the resultant injury sustained by the Demised Premises and the means of access thereto, shall be abated until what remains of the Demised Premises and the means of access thereto shall have been restored as fully as may be for permanent use and occupation by Tenant hereunder. Except for any award specifically reimbursing Tenant for moving or relocation expenses and Tenant's removable fixtures and equipment, there are expressly reserved to Landlord all rights to compensation and damages created, accrued or accruing by reason of any such taking, appropriation or condemnation, in implementation and in confirmation of which Tenant does hereby acknowledge that Landlord shall be entitled to receive and retain all such compensation and damages, grants to Landlord all and whatever rights (if any) Tenant may have to such compensation and damages, and agrees to execute and deliver all and whatever further instruments of assignment as Landlord may from time to time reasonably request. In the event of any taking of the Demised Premises or any part thereof for temporary use, (i) this Lease shall be and remain unaffected thereby, and (ii) Tenant shall be entitled to receive for itself any award made for such use, provided, that if any taking is for a period extending beyond the Term of this Lease, such award shall be apportioned between Landlord and Tenant as of the Expiration Date.

Condemnation/Eminent Domain. In the event that all or substantially all of the Building or Building, the Property or any portion thereof shall be taken or appropriated by eminent domain or shall be condemned for any public or quasi-public use, or (by virtue of any such taking, appropriation or condemnation) shall suffer any damage (direct, indirect or consequential) for which Landlord or Tenant shall be entitled to compensation, then (and in any such event) this Lease and the term hereof may be terminated at the election of Landlord by a notice in writing of its election so to terminate which shall be given by the Landlord to Tenant within sixty (60) days following the date on which Landlord shall have received notice of such taking, appropriation or condemnation. In the event that (i) the entire Building Premises or (ii) a substantial portion of the Building Premises or the access to the Building Premises shall be so taken (including, without limitation, any portion of the Parking Areas such that the number of cars that may be legally parked on the Property is reduced by more than 40% or the means of vehicular access to the remaining Parking Areas is eliminated)taken, appropriated or condemned such that Tenant shall be reasonably precluded from effectively utilizing the Premises for the permitted Use of the Premises for a period of time greater than 12 monthsPremises, then (and in any such event) this Lease and the Term hereof may be terminated at the election of Tenant by a notice in writing of its election so to terminate which shall be given by Tenant to Landlord within sixty (60) days following the date on which Tenant shall have received notice of such taking, appropriation or condemnation. Upon the giving of any such notice of termination (either by Landlord or Tenant) this Lease and the Term hereof shall terminate on or retroactively as of the date on which Tenant shall be required to vacate any part of the Premises or shall be deprived of a substantial part of the means of access thereto, provided, however, that Landlord may in Landlord's notice elect to terminate this Lease and the Term hereof retroactively as of the date on which such taking, appropriation or condemnation became legally effective. In the event of any such termination, this Lease and the Term hereof shall expire as of the effective termination date as fully and completely as if such date were the date originally fixed herein for the end of the Term of this Lease. If neither party (having the right so to do) elects to terminate, Landlord will, with reasonable diligence and at Landlord's expense, restore the remainder of the Premises, or the remainder of the means of access, as nearly as practical to the same condition as obtained prior to such taking, appropriation or condemnation in which event (i) a just proportion of the Annual Base Rent, according to the nature and extent of the taking, appropriation or condemnation and the resulting permanent injury to the Premises and the means of access thereto, shall be permanently abated, and (ii) a just proportion of the remainder of the Annual Base Rent, according to the nature and extent of the taking, appropriation or condemnation and the resultant injury sustained by the Premises and the means of access thereto, shall be abated until what remains of the Premises and the means of access thereto shall have been restored as fully as may be for permanent use and occupation by Tenant hereunder. Except for any award specifically reimbursing Tenant for moving or relocation expenses or leasehold improvements made by Tenant at Tenant's sole expense and except for any award specifically made to Tenant for interruption of Tenant's business, there are expressly reserved to Landlord all rights to compensation and damages created, accrued or accruing by reason of any such taking, appropriation or condemnation. In implementation and in confirmation of which Tenant does hereby acknowledge that Landlord shall be entitled to receive and retain all such compensation and damages, grants to Landlord all and whatever rights (if any) Tenant may have to such compensation and damages, and agrees to execute and deliver all and whatever further instruments of assignment as Landlord may from time to time request. In the event of any taking of the Premises or any part thereof for temporary use, (i) this Lease shall be and remain unaffected thereby, and (ii) Tenant shall be entitled to receive for itself any award made for such use, provided, that if any taking is for a period extending beyond the Term of this Lease, such award shall be apportioned between Landlord and Tenant as of the Term Expiration Date.

Condemnation/Eminent Domain. In the event that all the whole or substantially all any part of the Building or the Property shall be taken or appropriated by eminent domain or shall be condemned for any public or quasi-public use, or (by virtue of any such taking, appropriation or condemnation) shall suffer any damage (direct, indirect or consequential) for which Landlord or Tenant shall be entitled to compensation, compensation then (and in any such event) this Lease and the term Term hereof may be terminated at the election of Landlord by a notice in writing of its election so to terminate which shall be given by the Landlord to Tenant within sixty (60) days following the date on which Landlord shall have received notice of such taking, appropriation or condemnation. In the event that (i) the entire Building or (ii) a substantial portion part of the Building Demised Premises or of the means of access to thereto within the Building perimeter of the Property shall be so taken (including, without limitation, any portion of the Parking Areas such that the number of cars that may be legally parked on the Property is reduced by more than 40% or the means of vehicular access to the remaining Parking Areas is eliminated)taken, appropriated or condemned such that Tenant shall be reasonably precluded from effectively utilizing the Premises for the permitted Use of the Premises for a period of time greater than 12 monthscondemned, then (and in any such event) this Lease and the Term hereof may be terminated at the election of Tenant by a notice in writing of its election so to terminate which shall be given by Tenant to Landlord within sixty (60) days following the date on which Tenant shall have received notice of such taking, appropriation or condemnation. Upon the giving of any such notice of termination (either by Landlord or Tenant) this Lease and the Term hereof shall terminate on or retroactively as of the date on which Tenant shall be required to vacate any part of the Demised Premises or shall be deprived of a substantial part of the means of access thereto, provided, however, that Landlord may in Landlord's notice elect to terminate this Lease and the Term hereof retroactively as of the date on which such taking, appropriation or condemnation became legally effective. In the event of any such termination, this Lease and the Term hereof shall expire as of the effective termination date as fully and completely as if such date were the date herein originally scheduled as the Termination Date. If neither party (having the right so to do) elects to terminate Landlord will, with reasonable diligence and at Landlord's expense, restore the remainder of the Demised Premises, or the remainder of the means of access, as nearly as practicably may be to the same condition as obtained prior to such taking, appropriation or condemnation in which event (i) a just proportion of the Yearly Fixed Rent and Additional Rent payable pursuant to Sections 6.2 and 6.3, according to the nature and extent of the taking, appropriation or condemnation and the resulting permanent injury to the Demised Premises and the means of access thereto, shall be permanently abated, and (ii) a just proportion of the remainder of the Yearly Fixed Rent and Additional Rent payable pursuant to Sections 6.2 and 6.3, according to the nature and extent of the taking, appropriation or condemnation and the resultant injury sustained by the Demised Premises and the means of access thereto, shall be abated until what remains of the Demised Premises and the means of access thereto shall have been restored as fully as may be for permanent use and occupation by Tenant hereunder. Except for any award specifically reimbursing Tenant for moving or relocation expenses, there are expressly reserved to Landlord all rights to compensation and damages created, accrued or accruing by reason of any such taking, appropriation or condemnation, in implementation and in confirmation of which Tenant does hereby acknowledge that Landlord shall be entitled to receive and retain all such compensation and damages, grants to Landlord all and whatever rights (if any) Tenant may have to such compensation and damages, and agrees to execute and deliver all and whatever further instruments of assignment as Landlord may from time to time request. In the event of any taking of the Demised Premises or any part thereof for temporary use, (i) this Lease shall be and remain unaffected thereby, and (ii) Tenant shall be entitled to receive for itself any award made for such use, provided, that if any taking is for a period extending beyond the Term of this Lease, such award shall be apportioned between Landlord and Tenant as of the Termination Date.

Condemnation/Eminent Domain. In the event that all the whole or substantially all any part of the Building or the Property shall be taken or appropriated by eminent domain or shall be condemned for any public or quasi-public use, or (by virtue of any such taking, appropriation or condemnation) shall suffer any damage (direct, indirect or consequential) for which Landlord or Tenant shall be entitled to compensation, compensation then (and in any such event) this Lease and the term Term hereof may be terminated at the election of Landlord by a notice in writing of its election so to terminate which shall be given by Landlord to Tenant within sixty (60) days following the date on which Landlord shall have received notice of such taking, appropriation or condemnation. In the event that more than fifty percent (i50%) of the entire Building floor area of the Demised Premises or (ii) a substantial portion part of the Building or means of access thereto within the access perimeter of the Property so as to substantially interfere with the Building use of the Demised Premises shall be so taken (including, without limitation, any portion of the Parking Areas such that the number of cars that may be legally parked on the Property is reduced by more than 40% or the means of vehicular access to the remaining Parking Areas is eliminated)taken, appropriated or condemned such that Tenant shall be reasonably precluded from effectively utilizing the Premises for the permitted Use of the Premises for a period of time greater than 12 monthscondemned, then (and in any such event) this Lease and the Term hereof may be terminated at the election of Tenant by a notice in writing of its election so to terminate which shall be given by Tenant to Landlord within sixty (60) days following the date on which Tenant shall have received notice of such taking, appropriation or condemnation. Tenant hereby waives the benefits of California Code of Civil Procedure Section 12165.130. Upon the giving of any such notice of termination (either by Landlord or Tenant) this Lease and the Term hereof shall terminate on or retroactively as of the date on which Tenant shall be required to vacate any part of the Demised Premises or shall be deprived of a substantial part of the means of access thereto, provided, however, that Landlord may in Landlord’s notice elect to terminate this Lease and the Term hereof retroactively as of the date on which such taking, appropriation or condemnation became legally effective. In the event of any such termination, this Lease and the Term hereof shall expire as of the effective termination date as fully and completely as if such date were the date originally fixed herein for the end of the Term of this Lease. If neither party (having the right so to do) elects to terminate Landlord will, with reasonable diligence and at Landlord’s expense, restore the remainder of the Demised Premises, or the remainder of the means of access thereto, as nearly as practicably may be to the same condition as obtained prior to such taking, appropriation or condemnation in which event (i) a just proportion of the Yearly Fixed Rent, according to the nature and extent of the taking, appropriation or condemnation and the resulting permanent injury to the Demised Premises and the means of access thereto, shall be permanently abated, and (ii) a just proportion of the remainder of the Yearly Fixed Rent, according to the nature and extent of the taking, appropriation or condemnation and the resultant injury sustained by the Demised Premises and the means of access thereto, shall be abated until what remains of the Demised Premises and the means of access thereto shall have been restored as fully as may be for permanent use and occupation by Tenant hereunder. Except for any award specifically reimbursing Tenant for moving or relocation expenses, there are expressly reserved to Landlord all rights to compensation and damages created, accrued or accruing by reason of any such taking, appropriation or condemnation, in implementation and in confirmation of which Tenant does hereby acknowledge that Landlord shall be entitled to receive and retain all such compensation and damages, grants to Landlord all and whatever rights (if any) Tenant may have to such compensation and damages, and agrees to execute and deliver all and whatever further instruments of assignment as Landlord may from time to time request. In the event of any taking of the Demised Premises or any part thereof for temporary use, (i) this Lease shall be and remain unaffected thereby, and (ii) Tenant shall be entitled to receive for itself any award made for such use, provided, that if any taking is for a period extending beyond the Term of this Lease, such award shall be apportioned between Landlord and Tenant as of the Termination Date.

Condemnation/Eminent Domain. In the event that all or substantially all of the Building or the Property shall be taken or appropriated by eminent domain or shall be condemned for any public or quasi-public use, or (by virtue of any such taking, appropriation or condemnation) shall suffer any damage (direct, indirect or consequential) for which Landlord or Tenant shall be entitled to compensation, then (and in any such event) this Lease and the term hereof may be terminated at the election of Landlord by a notice in writing of its election so to terminate which shall be given by Landlord to Tenant within sixty (60) days following the date on which Landlord shall have received notice of such taking, appropriation or condemnation. In the event that (i) the entire Building or (ii) a substantial portion of the Building or the access to the Building shall be so taken (including, without limitation, any portion of the Parking Areas such that the number of cars that may be legally parked on the Property is reduced by more than 40% or the means of vehicular access to the remaining Parking Areas is eliminated), appropriated or condemned such that Tenant shall be reasonably precluded from effectively utilizing the Premises for the permitted Use of the Premises for a period of time greater than 12 months, then (and in any such event) this Lease and the Term hereof may be terminated at the election of Tenant by a notice in writing of its election so to terminate which shall be given by Tenant to Landlord within sixty (60) days following the date on which Tenant shall have received notice of such taking, appropriation or condemnation.. Upon the giving of any such notice of termination (either by Landlord or Tenant) this Lease and the Term hereof shall terminate on or retroactively as of the date on which Tenant shall be required to vacate any part of the Premises or shall be deprived of a substantial part of the means of access thereto, provided, however, that Landlord may in Landlord's notice elect to terminate this Lease and the Term hereof retroactively as of the date on which such taking, appropriation or condemnation became legally effective. In the event of any such termination, this Lease and the Term hereof shall expire as of the effective termination date as fully and completely as if such date were the date originally fixed herein for the end of the Term of this Lease. If neither party (having the right so to do) elects to terminate, Landlord shall, with reasonable diligence and at Landlord's expense, restore the remainder of the Building or other portion of the Property (to the extent applicable and to the extent of Landlord’s repair and restoration obligations in paragraph (a) above in Article 13.0, “CASUALTY”) and, upon notice from Landlord, Tenant shall, with reasonable diligence and at Tenant’s expense, restore the remainder of the Building or other portion of the Property (to the extent applicable and to the extent of Tenant’s repair and restoration obligations in paragraph (a) above in Article 13.0, “

Condemnation/Eminent Domain. In the event that all the whole or substantially all any material part of the Building or the Property shall be taken or appropriated by eminent domain or shall be condemned for any public or quasi-public use, or (by virtue of any such taking, appropriation or condemnation) shall suffer any damage (direct, indirect or consequential) for which Landlord or Tenant shall be entitled to compensation, compensation then (and in any such event) this Lease and the term Term hereof may be terminated at the election of Landlord by a notice in writing of its election so to terminate which shall be given by the Landlord to Tenant within sixty (60) days following the date on which Landlord shall have received notice of such taking, appropriation or condemnation. In the event that more than twenty-five percent (i25%) the entire Building or (ii) a substantial portion of the Building or floor area of the access to the Building Demised Premises shall be so taken (including, without limitation, any portion of the Parking Areas such that the number of cars that may be legally parked on the Property is reduced by more than 40% or the means of vehicular access to the remaining Parking Areas is eliminated)taken, appropriated or condemned such that Tenant shall be reasonably precluded from effectively utilizing the Premises for the permitted Use of the Premises for a period of time greater than 12 monthscondemned, then (and in any such event) this Lease and the Term hereof may be terminated at the election of Tenant by a notice in writing of its election so to terminate which shall be given by Tenant to Landlord within sixty (60) days following the date on which Tenant shall have received notice of such taking, appropriation or condemnation. Upon the giving of any such notice of termination (either by Landlord or Tenant) this Lease and the Term hereof shall terminate on or retroactively as of the date on which Tenant shall be required to vacate any part of the Demised Premises or shall be deprived of a substantial part of the means of access thereto, provided, however, that Landlord may in Landlord's notice elect to terminate this Lease and the Term hereof retroactively as of the date on which such taking, appropriation or condemnation became legally effective. In the event of any such termination, this Lease and the Term hereof shall expire as of the effective termination date as fully and completely as if such date were the date herein originally scheduled as the Termination Date. If neither party (having the right so to do) elects to terminate Landlord will, with reasonable diligence and at Landlord's expense, restore the remainder of the Demised Premises, or the remainder of the means of access, as nearly as practicably may be to the same condition as obtained prior to such taking, appropriation or condemnation in which event (i) a just proportion of the Yearly Fixed Rent and Additional Rent, according to the nature and extent of the taking, appropriation or condemnation and the resulting permanent injury to the Demised Premises and the means of access thereto, shall be permanently abated, and (ii) a just proportion of the remainder of the Yearly Fixed Rent and Additional Rent, according to the nature and extent of the taking, appropriation or condemnation and the resultant injury sustained by the Premises and the means of access thereto, shall be abated until what remains of the Premises and the means of access thereto shall have been restored as fully as may be for permanent use and occupation by Tenant hereunder. Except for any award specifically reimbursing Tenant for moving or relocation expenses and Tenant's removable fixtures and equipment, there are expressly reserved to Landlord all rights to compensation and damages created, accrued or accruing by reason of any such taking, appropriation or condemnation, in implementation and in confirmation of which Tenant does hereby acknowledge that Landlord shall be entitled to receive and retain all such compensation and damages, grants to Landlord all and whatever rights (if any) Tenant may have to such compensation and damages, and agrees to execute and deliver all and whatever further instruments 7/12/95 24 29 of assignment as Landlord may from time to time request. In the event of any taking of the Demised Premises or any part thereof for temporary use, (i) this Lease shall be and remain unaffected thereby, and (ii) Tenant shall be entitled to receive for itself any award made for such use, provided, that if any taking is for a period extending beyond the Term of this Lease, such award shall be apportioned between Landlord and Tenant as of the Termination Date.

Condemnation/Eminent Domain. In the event that all the whole or substantially all any material part of the Building or the Property shall be taken or appropriated by eminent domain or shall be condemned for any public or quasi-public use, or (by virtue of any such taking, appropriation or condemnation) shall suffer any damage (direct, indirect or consequential) for which Landlord or Tenant shall be entitled to compensation, compensation then (and in any such event) this Lease and the term Term hereof may be terminated at the election of Landlord by a notice in writing of its election so to terminate which shall be given by the Landlord to Tenant within sixty (60) days following the date on which Landlord shall have received notice of such taking, appropriation or condemnation. In the event that more than twenty-five percent (i25%) the entire Building or (ii) a substantial portion of the Building or floor area of the access to the Building Demised Premises shall be so taken (including, without limitation, any portion of the Parking Areas such that the number of cars that may be legally parked on the Property is reduced by more than 40% or the means of vehicular access to the remaining Parking Areas is eliminated)taken, appropriated or condemned such that Tenant shall be reasonably precluded from effectively utilizing the Premises for the permitted Use of the Premises for a period of time greater than 12 monthscondemned, then (and in any such event) this Lease and the Term hereof may be terminated at the election of Tenant by a notice in writing of its election so to terminate which shall be given by Tenant to Landlord within sixty (60) days following the date on which Tenant shall have received notice of such taking, appropriation or condemnation. Upon the giving of any such notice of termination (either by Landlord or Tenant) this Lease and the Term hereof shall terminate on or retroactively as of the date on which Tenant shall be required to vacate any part of the Demised Premises or shall be deprived of a substantial part of the means of access thereto, provided, however, that Landlord may in Landlord's notice elect to terminate this Lease and the Term hereof retroactively as of the date on which such taking, appropriation or condemnation became legally effective. In the event of any such termination, this Lease and the Term hereof shall expire as of the effective termination date as fully and completely as if such date were the date herein originally scheduled as the Termination Date. If neither party (having the right so to do) elects to terminate Landlord will, with reasonable diligence and at Landlord's expense, restore the remainder of the Demised Premises, or the remainder of the means of access, as nearly as practicably may be to the same condition as obtained prior to such taking, appropriation or condemnation in which event (i) a just proportion of the Yearly Fixed Rent and Additional Rent, according to the nature and extent of the taking, appropriation or condemnation and the resulting permanent injury to the Demised Premises and the means of access thereto, shall be permanently abated, and (ii) a just proportion of the remainder of the Yearly Fixed Rent and Additional Rent, according to the nature and extent of the taking, appropriation or condemnation and the resultant injury sustained by the Premises and the means of access thereto, shall be abated until what remains of the Premises and the means of access thereto shall have been restored as fully as may be for permanent use and occupation by Tenant hereunder. Except for any award specifically reimbursing Tenant for moving or relocation expenses and Tenant's removable fixtures and equipment, there are expressly reserved to Landlord all rights to compensation and damages created, accrued or accruing by reason of any such taking, appropriation or condemnation, in implementation and in confirmation of which Tenant does hereby acknowledge that Landlord shall be entitled to receive and retain all such compensation and damages, grants to Landlord all and whatever rights (if any) Tenant may have to such compensation and damages, and agrees to execute and deliver all and whatever further instruments of assignment as Landlord may from time to time request. In the event of any taking of the Demised Premises or any part thereof for temporary use, (i) this Lease shall be and remain unaffected thereby, and (ii) Tenant shall be entitled to receive for itself any award made for such use, provided, that if any taking is for a period extending beyond the Term of this Lease, such award shall be apportioned between Landlord and Tenant as of the Termination Date.

Condemnation/Eminent Domain. In the event that all the whole or substantially all any material part of the Building or the Property shall be taken or appropriated by eminent domain or shall be condemned for any public or quasi-public use, or (by virtue of any such taking, appropriation or condemnation) shall suffer any damage (direct, indirect or consequential) for which Landlord or Tenant shall be entitled to compensation, compensation then (and in any such event) this Lease and the term Term hereof may be terminated at the election of Landlord by a notice in writing of its election so to terminate which shall be given by the Landlord to Tenant within sixty (60) days following the date on which Landlord shall have received notice of such taking, appropriation or condemnation. In the event that more than twenty-five percent (i25%) the entire Building or (ii) a substantial portion of the Building or floor area of the access to the Building Demised Premises shall be so taken (including, without limitation, any portion of the Parking Areas such that the number of cars that may be legally parked on the Property is reduced by more than 40% or the means of vehicular access to the remaining Parking Areas is eliminated)taken, appropriated or condemned such that Tenant shall be reasonably precluded from effectively utilizing the Premises for the permitted Use of the Premises for a period of time greater than 12 monthscondemned, then (and in any such event) this Lease and the Term hereof may be terminated at the election of Tenant by a notice in writing of its election so to terminate which shall be given by Tenant to Landlord within sixty (60) days following the date on which Tenant shall have received notice of such taking, appropriation or condemnation. Upon the giving of any such notice of termination (either by Landlord or Tenant) this Lease and the Term hereof shall terminate on or retroactively as of the date on which Tenant shall be required to vacate any part of the Demised Premises or shall be deprived of a substantial part of the means of access thereto, provided, however, that Landlord may in Landlord's notice elect to terminate this Lease and the Term hereof retroactively as of the date on which such takings, appropriation or condemnation became legally effective. In the event of any such termination, this Lease and the Term hereof shall expire as of the effective termination date as fully and completely as if such date were the date herein originally scheduled as the Termination Date. If neither party (having the right so to do) elects to terminate Landlord will, with reasonable diligence and at Landlord's expense, restore the remainder of the Demised Premises, or the remainder of the means of access, as nearly as practicably may be to the same condition as obtained prior to such taking, appropriation or condemnation in which event (i) a just proportion of the Yearly Fixed Rent and Additional Rent, accordance to the nature and extent of the taking, appropriation or condemnation and the resulting permanent injury to the Demised Premises and the means of access thereto, shall be permanently abated, and (ii) a just proportion of the remainder of the Yearly Fixed Rent and Additional Rent, according to the nature and extent of the taking, appropriation or condemnation and the resultant injury sustained by the Premises and the means of access thereto, shall be abated until what remains of the Premises and the means of access thereto shall have been restored as fully as may be for permanent use and occupation by Tenant hereunder. Except for any award specifically reimbursing Tenant for moving or relocation expenses and Tenant's removable fixtures and equipment, there are expressly reserved to Landlord all rights to compensation and damages created, accrued or accruing by reason of any such taking, appropriation or condemnation, in implementation and in confirmation of which Tenant does hereby acknowledge that Landlord shall be entitled to receive and retain all such compensation and damages, grants to Landlord all and whatever rights (if any) Tenant may have to such compensation and damages, and agrees to execute and deliver all and whatever further instruments of assignment as Landlord may from time to time request. In the event of any taking of the Demised Premises or any part thereof for temporary use, (i) this Lease shall be and remain unaffected thereby, and (ii) Tenant shall be entitled to receive for itself any award made for such use, provided. that if any taking is for a period extending beyond the Term of this Lease, such award shall be apportioned between Landlord and Tenant as of the Termination Date.

Condemnation/Eminent Domain. In the event that all the Premises or substantially all any part thereof, or the whole or any part of the Building or (including within such term the Property Common Areas thereof shall be taken or appropriated by eminent domain or shall be condemned for any public or quasi-public use, or (by virtue of any such taking, appropriation appropriation, or condemnation) shall suffer any damage (direct, indirect indirect, or consequential) for which Landlord LESSOR or Tenant LESSEE shall be entitled to compensation, then (and in any such event) this Lease and the term hereof may be terminated at the election of Landlord LESSOR or LESSEE by a notice in writing of his or its election so to terminate which shall be given by Landlord to Tenant the other party within sixty (60) days following the date on which Landlord LESSOR shall have received notice of such taking, appropriation appropriation, or condemnation. In Upon the event that (i) the entire Building or (ii) a substantial portion giving of the Building or the access to the Building shall be so taken (including, without limitation, any portion of the Parking Areas such that the number of cars that may be legally parked on the Property is reduced by more than 40% or the means of vehicular access to the remaining Parking Areas is eliminated), appropriated or condemned such that Tenant shall be reasonably precluded from effectively utilizing the Premises for the permitted Use of the Premises for a period of time greater than 12 months, then (and in any such eventnotice of termination (either by LESSOR or LESSEE) this Lease and the Term term hereof may be terminated at the election shall terminate on or retroactively as of Tenant by a notice in writing of its election so to terminate which shall be given by Tenant to Landlord within sixty (60) days following the date on which Tenant LESSEE shall have received be required to vacate any part of the Premises, or shall be deprived of a substantial part of the means of access thereto; provided, however, that LESSOR may in LESSOR'S notice elect to terminate this Lease and the term hereof retroactively as of the date on which such taking, appropriation appropriation, or condemnation became legally effective. In the event of any such termination, this Lease and the term hereof shall expire as such effective termination date and the Yearly Rent shall be apportioned as of such date. If neither party (having the right so to do) elects to so terminate, LESSOR will, with reasonable diligence and at LESSOR'S expense, restore the remainder of the Premises, or the remainder of the means of access thereto, as nearly as practicably may be to the same condition as obtained prior to such taking, appropriation, or condemnation., in which event (i) the Rentable Area and Yearly Rent, according to the nature and extent of the taking, appropriation, or condemnation, and the resulting permanent injury to the Premises, or the

Condemnation/Eminent Domain. (a) In the event that all the premises or substantially all any part thereof, or the whole or any part of the Building or the Property Building, shall be taken or appropriated by eminent domain or shall be condemned for any public or quasi-public use, or (by virtue of any such taking, appropriation or condemnation) shall suffer any damage (direct, indirect or consequential) for which Landlord or Tenant shall be entitled to compensation, so that, in Landlord's bona fide business judgment, the continued operation of the Complex shall be rendered uneconomic or non-operational, then (and in any such event) this Lease and the term hereof may be terminated at the election of Landlord by a notice in writing of its election so to terminate which shall be given by Landlord to Tenant within sixty (60) days following the date on which Landlord shall have received notice of such taking, appropriation or condemnation. Notwithstanding the foregoing, it shall be a condition to Landlord's right to terminate the term of the Lease pursuant to this Article 20 that Landlord shall terminate the leases of all other tenants in the Building. (b) In the event that either (i) more than 25% of the entire Building parking spaces in the Complex or (ii) a substantial portion part of the Building Premises or of the means of access to the Building thereto, shall be so taken (including, without limitation, any portion of the Parking Areas such that the number of cars that may be legally parked on the Property is reduced by more than 40% or the means of vehicular access to the remaining Parking Areas is eliminated)taken, appropriated or condemned such that Tenant shall be reasonably precluded from effectively utilizing the Premises for the permitted Use of the Premises for a period of time greater than 12 monthscondemned, then (and in any such event) this Lease and the Term term hereof may be terminated at the election of Tenant by a notice in writing of its election so to terminate which shall be given by Tenant to Landlord within sixty (60) days following the date on which Tenant shall have received notice of such taking, appropriation or condemnation, provided however, that if Tenant's termination exercise is based upon a loss of parking or access, Landlord may render such termination exercise void by providing to Tenant, within said sixty (60) day period, reasonably equivalent substitute parking areas within a reasonable distance of the Building and/or reasonable substitute access, as the case may be. (c) Upon the giving of any such notice of termination (either by Landlord or Tenant) this Lease and the term hereof shall terminate on or retroactively as of the date on which Tenant shall be required to vacate any part of the premises or shall be deprived of a substantial part of the means of access thereto, provided, however, that Landlord may in Landlord's notice elect to terminate this Lease and the term hereof retroactively as of the date on which such taking, appropriation or condemnation became legally effective. In the event of any such termination, this Lease and the term hereof shall expire as of such effective termination date as though that were the Termination Date as stated in Exhibit 1, and the Yearly Rent shall be apportioned as of such date. If neither party (having the right so to do) elects to terminate Landlord will, with reasonable diligence and at Landlord's expense, restore the remainder of the premises, or the remainder of the means of access, as nearly as practicably may be to the same condition as obtained prior to such taking, appropriation or condemnation in which event (i) the Total Rentable Area shall be adjusted as in Exhibit 5 provided, (ii) a just proportion of the Yearly Rent, according to the nature and extent of the taking, appropriation or condemnation and the resulting permanent injury to the premises and the means of access thereto, shall be permanently abated, and (iii) a just proportion of the remainder of the Yearly Rent, according to the nature and extent of the taking, appropriation or condemnation and the resultant injury sustained by the premises and the means of access thereto, shall be abated until what remains of the premises and the means of access thereto shall have been restored as fully as may be for permanent use and occupation by Tenant hereunder. (d) Except for any award specifically reimbursing Tenant for moving or relocation expenses, there are expressly reserved to Landlord all rights to compensation and damages created, accrued or accruing by reason of any such taking, appropriation or condemnation, in implementation and in confirmation of which Tenant does hereby acknowledge that Landlord shall be entitled to receive all such compensation and damages, grant to Landlord all and whatever rights (if any) Tenant may have to such compensation and damages, and agree to execute and deliver all and whatever further instruments of assignment as Landlord may from time to time request. (e) In the event of any taking of the premises or any part thereof for temporary (i.e., not in excess of one (1) year) use, (i) this Lease shall be and remain unaffected thereby, and (ii) Tenant shall be entitled to receive for itself any award made to the extent allocable to the premises in respect of such taking on account of such use, provided, that if any taking is for a period extending beyond the term of this Lease, such award shall be apportioned between Landlord and Tenant as of the Termination Date or earlier termination of this Lease.