Common use of Consideration to Landlord Clause in Contracts

Consideration to Landlord. In the event of any assignment or sublease, other than pursuant to Paragraph 13.h. below, Landlord shall be entitled to receive, as additional rent hereunder, fifty percent (50%) of any consideration (including, without limitation, payment for leasehold improvements) paid by the assignee or subtenant for the assignment or sublease and, in the case of a sublease, fifty percent (50%) of the excess of the amount of rent paid for the sublet space by the subtenant over the amount of Monthly Rent under Paragraph 5 above and Additional Rent under Paragraph 7 above attributable to the sublet space for the corresponding month; except that Tenant may recapture, on a straight line amortized basis (without interest) over the term of the sublease or assignment, any brokerage commissions paid by Tenant in connection with the subletting or assignment (not to exceed commissions typically paid in the market at the time of such subletting or assignment), reasonable attorneys fees in connection with the subletting or assignment, any improvement allowance paid by Tenant to the subtenant or assignee and any improvement costs incurred by Tenant specifically to prepare the space for such assignment or subletting (which costs shall exclude, without limitation, all costs of the Initial Alterations constructed pursuant to Paragraph 4 above, whether paid by Landlord or Tenant) (collectively the “Assignment or Subletting Costs”), provided that, as a condition to Tenant recapturing the Assignment or Subletting Costs, Tenant shall provide to Landlord, within ninety (90) days of Landlord’s execution of Landlord’s consent to the assignment or subletting, a detailed accounting of the Assignment or Subletting Costs and supporting documents, such as receipts and construction invoices. To effect the foregoing, Tenant shall deduct from the monthly amounts, received by Tenant from the subtenant or assignee as rent or consideration (i) the Monthly Rent and Additional Rent payable by Tenant to Landlord for the subject space for the corresponding month, and (ii) the incremental amount, on an amortized basis, of the Assignment or Subletting Costs, and fifty percent (50%) of the then remaining sum shall be paid promptly to Landlord. Upon Landlord’s request, Tenant shall assign to Landlord all amounts to be paid to Tenant by any such subtenant or assignee and that belong to Landlord and shall direct such subtenant or assignee to pay the same directly to Landlord. If there is more than one sublease under this Lease, the amounts (if any) to be paid by Tenant to Landlord pursuant to this Paragraph 13.c., shall be separately calculated for each sublease and amounts due Landlord with regard to any one sublease may not be offset against rental and other consideration pertaining to or due under any other sublease. Upon Landlord’s request, Tenant shall provide Landlord with a detailed written statement of all sums payable by the assignee or subtenant to Tenant so that Landlord can determine the total sums, if any, due from Tenant to Landlord under this Paragraph 13.c.

Consideration to Landlord. In the event of any assignment or sublease, other than pursuant to sublease (excluding any assignment or sublease meeting the requirements of Paragraph 13.h. below), Landlord shall be entitled to receive, as additional rent hereunder, fifty percent (50%) of any consideration (including, without limitation, payment for leasehold improvements) paid by the assignee or subtenant for the assignment or sublease and, in the case of a sublease, fifty percent (50%) of the excess of the amount of rent actually paid for the sublet space by the subtenant over the amount of Monthly Rent under Paragraph 5 above and Additional Rent under Paragraph 7 above attributable to the sublet space for the corresponding month; except that Tenant may recapture, on a straight line amortized basis (without interest) over the term of the sublease or assignment, any (i) brokerage commissions paid by Tenant in connection with the subletting or assignment (not to exceed commissions typically paid in the market at the time of such subletting or assignment), (ii) reasonable attorneys marketing costs (other than brokerage commissions), if any, (iii) reasonable legal fees incurred by Tenant in connection with the subletting or assignment, any improvement allowance paid by Tenant to the subtenant or assignee and any improvement costs incurred by Tenant specifically to prepare the space for such assignment or subletting (provided that Tenant shall submit to Landlord evidence reasonably acceptable to Landlord of such legal fees actually paid by Tenant, which costs evidence shall exclude, without limitation, all costs include copies of the Initial Alterations constructed pursuant applicable attorney bills), (iv) any improvement allowance or construction costs incurred by Tenant in connection with the assignment or sublease and (v) any free rent or other rental concessions granted to Paragraph 4 above, whether paid by Landlord or Tenant) the proposed transferee (collectively the “Assignment or Subletting Costs”), provided that, as a condition to Tenant recapturing the Assignment or Subletting Costs, Tenant shall provide to Landlord, within ninety (90) days of Landlord’s execution of Landlord’s consent to the assignment or subletting, a detailed accounting of the Assignment or Subletting Costs and supporting documents, such as receipts and construction invoices. To effect the foregoing, Tenant shall deduct from the monthly amounts, amounts received by Tenant from the subtenant or assignee as rent or consideration (i) the Monthly Rent and Additional Rent payable by Tenant to Landlord for the subject space for the corresponding month, and (ii) the incremental amount, on an amortized basis, of the Assignment or Subletting Costs, and fifty percent (50%) of the then remaining sum shall be paid promptly to Landlord. Upon Landlord’s request, Tenant shall assign to Landlord all amounts to be paid to Tenant by any such subtenant or assignee and that belong to Landlord and shall direct such subtenant or assignee to pay the same directly to Landlord. If there is more than one sublease under this Lease, the amounts (if any) to be paid by Tenant to Landlord pursuant to this Paragraph 13.c., . shall be separately calculated for each sublease and amounts due Landlord with regard to any one sublease may not be offset against rental and other consideration pertaining to or due under any other sublease. Upon Landlord’s request, Tenant shall provide Landlord with a detailed written statement of all sums payable by the assignee or subtenant to Tenant so that Landlord can determine the total sums, if any, due from Tenant to Landlord under this Paragraph 13.c.

Consideration to Landlord. In the event of any assignment or ------------------------- sublease, other than pursuant to Paragraph 13.h. belowwhether or not requiting Landlord's consent, Landlord shall be entitled to receive, as additional rent hereunder, fifty seventy-five percent (5075%) of any consideration (including, without limitation, payment for leasehold improvementsimprovements and any "Leasehold Profit" as defined below) paid by the assignee or subtenant for the assignment or sublease and, in the case of a sublease, fifty seventy-five percent (5075%) of the excess of the amount of rent paid for the sublet space by the subtenant over the amount of Monthly Rent under Paragraph 5 above and Additional Rent under Paragraph 7 above attributable to the sublet space for the corresponding month; except that Tenant may recapture, on a straight line amortized basis first recapture (without interesti) over the term of the sublease or assignment, any brokerage commissions paid by Tenant in connection with the subletting or assignment (not to exceed commissions typically paid in the market at the time of such subletting or assignment), (ii) reasonable attorneys legal fees paid by Tenant in connection with the subletting or assignment, any improvement allowance paid by Tenant to the subtenant or assignee and any improvement costs incurred by Tenant specifically to prepare the space for such assignment or subletting (provided that Tenant shall submit to Landlord evidence reasonably acceptable to Landlord of such legal fees actually paid by Tenant, which costs evidence shall exclude, without limitation, all costs include copies of the Initial Alterations constructed pursuant to Paragraph 4 above, whether paid applicable attorney bills) and (iii) any improvement allowance or construction costs incurred by Landlord Tenant in connection with the assignment or Tenant) sublease (collectively the “"Assignment or Subletting Costs”"), provided that, as a condition to Tenant recapturing the Assignment or Subletting Costs, Tenant shall provide to Landlord, within ninety (90) days of Landlord’s 's execution of Landlord’s 's consent to the assignment or subletting, a detailed accounting of the Assignment or Subletting Costs and supporting documents, such as receipts and construction invoices. To effect the foregoing, Tenant shall deduct from the monthly amounts, amounts received by Tenant from the subtenant or assignee as rent or consideration (i) the Monthly Rent and Additional Rent payable by Tenant to Landlord for the subject space for the corresponding month, and (ii) the incremental amount, on an amortized basis, of the Assignment or Subletting Costs, and fifty seventy-five percent (5075%) of the then remaining sum shall be paid promptly to Landlord. Upon Landlord’s 's request, Tenant shall assign to Landlord all amounts to be paid to Tenant by any such subtenant or assignee and that belong to Landlord Landlord, and shall direct such subtenant or assignee to pay the same directly to Landlord. If there is more than one sublease under this Lease, the amounts (if any) to be paid by Tenant to Landlord pursuant to this Paragraph 13.c., the preceding sentence shall be separately calculated for each sublease and amounts due Landlord with regard to any one sublease may not be offset against rental and other consideration pertaining to or due under any other sublease. Upon Landlord’s request, Tenant shall provide Landlord with a detailed written statement of all sums payable by the assignee or subtenant to Tenant so that Landlord can determine the total sums, if any, due from Tenant to Landlord under this Paragraph 13.c.

Consideration to Landlord. In the event of any assignment or sublease, ------------------------- other than an assignment or sublease pursuant to Paragraph 13.hSection 14.g. below, Landlord shall be entitled to receive, as additional rent hereunder, fifty seventy-five percent (5075%) of any consideration (including, without limitation, payment for leasehold improvementsimprovements and any "Leasehold Profit" as defined below) paid by the assignee or subtenant for the assignment or sublease and, in the case of a sublease, fifty percent (50%) of the excess of the amount of rent paid for the sublet space by the subtenant over the amount of Monthly Base Rent under Paragraph Section 4 above and Operating Expenses under Section 5 above and Additional Rent under Paragraph 7 above Assignment or Subletting Costs (amortized as set forth below), attributable to the sublet space for the corresponding month; except that Tenant may recapture. "Assignment or Subletting Costs" shall mean, on a straight line an amortized basis (without interest) over the term of this Lease, the sublease or assignment, any brokerage commissions Excess Cost (as defined in Exhibit B attached hereto) paid by --------- Tenant in connection with for the subletting or assignment (not to exceed commissions typically paid in Tenant Improvements, excluding such of the market at the time of such subletting or assignment), reasonable attorneys fees in connection with the subletting or assignment, any improvement allowance paid by Tenant Excess Cost as shall be attributable to the subtenant Above Standard Tenant Improvements, or assignee the items and/or costs described in Paragraphs 1.f.ii. and any improvement costs incurred by Tenant specifically to prepare the space for such assignment or subletting (which costs shall exclude, without limitation, all costs 1.f. iii.C. of the Initial Alterations constructed pursuant to Paragraph 4 above, whether paid by Landlord or Tenant) (collectively the “Assignment or Subletting Costs”)Exhibit B attached --------- hereto, provided that, as a condition to Tenant recapturing the Assignment or Subletting Costs, Tenant and Landlord shall provide have agreed in writing as to Landlord, the amount thereof with respect to the Building F Premises within ninety thirty (9030) days of Landlord’s execution the Commencement Date and as to the amount thereof with respect to the Building E Premises within thirty (30) days after the Tenant Improvements therein shall have been Substantially Completed. "Leasehold Profit" shall be the value allocated to the leasehold between the parties to the assignment or sublease, but in no event less than the excess of the present value of the fair market rent of the Premises for the remaining term of this Lease at the time of such assignment or sublease, over the Base Rent payable hereunder for such remaining term, as reasonably determined by Landlord and communicated to Tenant at the time of Landlord’s 's consent to the assignment or subletting, a detailed accounting of the Assignment or Subletting Costs and supporting documents, such as receipts and construction invoices. To effect the foregoing, Tenant shall deduct from the monthly amounts, received by Tenant from the subtenant or assignee as rent or consideration (i) the Monthly Rent and Additional Rent payable by Tenant to Landlord for the subject space for the corresponding month, and (ii) the incremental amount, on an amortized basis, of the Assignment or Subletting Costs, and fifty percent (50%) of the then remaining sum shall be paid promptly to Landlordsublease. Upon Landlord’s Xxxxxxxx's request, Tenant shall assign to Landlord all amounts to be paid to Tenant by direct any such subtenant or assignee and that belong to Landlord and shall direct such subtenant or assignee to pay the same directly to LandlordLandlord the amounts due to it pursuant to this Section 14.c. on account of such sublease or assignment. If there is more than one sublease under this Lease, the amounts (if any) to be paid by Tenant to Landlord pursuant to this Paragraph 13.c., Section 14.c. shall be separately calculated for each sublease and amounts due Landlord with regard to any one sublease may not be offset against rental and other consideration pertaining to or due under any other sublease. Upon Landlord’s request, Tenant shall provide Landlord with a detailed written statement of all sums payable by the assignee or subtenant to Tenant so that Landlord can determine the total sums, if any, due from Tenant to Landlord under this Paragraph 13.c.

Consideration to Landlord. In the event of any assignment or sublease, other than an assignment or sublease pursuant to Paragraph 13.hSection 14.g. below, Landlord shall be entitled to receive, as additional rent hereunder, fifty seventy-five percent (5075%) of any consideration (including, without limitation, payment for leasehold improvementsimprovements and any “Leasehold Profit” as defined below) paid by the assignee or subtenant for the assignment or sublease and, in the case of a sublease, fifty percent (50%) of the excess of the amount of or rent paid for the sublet space by the subtenant over the amount of Monthly Base Rent under Paragraph Section 4 above and Operating Expenses under Section 5 above and Additional Rent under Paragraph 7 above Assignment or Subletting Costs (amortized as set forth below), attributable to the sublet space for the corresponding month; except that Tenant may recapture, on a straight line amortized basis (without interest) over the term of the sublease or assignment, any brokerage commissions paid by Tenant in connection with the subletting or assignment (not to exceed commissions typically paid in the market at the time of such subletting or assignment), reasonable attorneys fees in connection with the subletting or assignment, any improvement allowance paid by Tenant to the subtenant or assignee and any improvement costs incurred by Tenant specifically to prepare the space for such assignment or subletting (which costs shall exclude, without limitation, all costs of the Initial Alterations constructed pursuant to Paragraph 4 above, whether paid by Landlord or Tenant) (collectively the . “Assignment or Subletting Costs”)” shall mean, on an amortized basis over the term of this Lease, the Excess Cost (as defined in Exhibit B attached hereto) paid by Tenant for the Tenant Improvements, excluding such of the Excess Cost as shall be attributable to the Above Standard Tenant Improvements, or the items and/or costs described in Paragraphs 1.f.ii. and 1.f.iii.C. of Exhibit B attached hereto, provided that, as a condition to Tenant recapturing the Assignment or Subletting Costs, Tenant and Landlord shall provide have agreed in writing as to Landlord, the amount thereof with respect to the Building F Premises within ninety thirty (9030) days of Landlord’s execution the Commencement Date and as to the amount thereof with respect to the Building E Premises within thirty (30) days after the Tenant Improvements therein shall have been Substantially Completed. “Leasehold Profit” shall be the value allocated to the leasehold between the parties to the assignment or sublease, but in no event less than the excess of the present value of the fair market rent of the Premises for the remaining term of this Lease at the time of such assignment or sublease, over the Base Rent payable hereunder for such remaining term, as reasonably determined by Landlord and communicated to Tenant at the time of Landlord’s consent to the assignment or subletting, a detailed accounting of the Assignment or Subletting Costs and supporting documents, such as receipts and construction invoices. To effect the foregoing, Tenant shall deduct from the monthly amounts, received by Tenant from the subtenant or assignee as rent or consideration (i) the Monthly Rent and Additional Rent payable by Tenant to Landlord for the subject space for the corresponding month, and (ii) the incremental amount, on an amortized basis, of the Assignment or Subletting Costs, and fifty percent (50%) of the then remaining sum shall be paid promptly to Landlordsublease. Upon Landlord’s request, Tenant shall assign to Landlord all amounts to be paid to Tenant by direct any such subtenant or assignee and that belong to Landlord and shall direct such subtenant or assignee to pay the same directly to LandlordLandlord the amounts due to it pursuant to this Section 14.c. on account of such sublease or assignment. If there is more than one sublease under this Lease, the amounts (if any) to be paid by Tenant to Landlord pursuant to this Paragraph 13.c., Section 14.c. shall be separately calculated for each sublease and amounts due Landlord with regard to any one sublease may not be offset against rental and other consideration pertaining to or due under any other sublease. Upon Landlord’s request, Tenant shall provide Landlord with a detailed written statement of all sums payable by the assignee or subtenant to Tenant so that Landlord can determine the total sums, if any, due from Tenant to Landlord under this Paragraph 13.c.

Consideration to Landlord. In the event of any assignment or sublease, other than pursuant to Paragraph 13.h. belowwhether or not requiring Landlord’s consent, Landlord shall be entitled to receive, as additional rent hereunder, fifty percent (50%) of any consideration (including, without limitation, payment for leasehold improvements) paid by the assignee or subtenant for the assignment or sublease and, in the case of a sublease, fifty percent (50%) of the excess of the amount of rent paid for the sublet space by the subtenant over the amount of Monthly Rent under Paragraph 5 above and Additional Rent under Paragraph 7 above attributable to the sublet space for the corresponding month; except that Tenant may recapture, on a straight line amortized basis (without interest) over the term of the sublease or assignment, any (i) brokerage commissions paid by Tenant in connection with the subletting or assignment (not to exceed commissions typically paid in the market at the time of such subletting or assignment), and (ii) reasonable attorneys legal fees incurred by Tenant in connection with the subletting or assignment, any improvement allowance paid by Tenant to the subtenant or assignee and any improvement costs incurred by Tenant specifically to prepare the space for such assignment or subletting subletting. not to exceed Two Thousand Dollars ($2,000.00)(provided that Tenant shall submit to Landlord evidence reasonably acceptable to Landlord of such legal fees actually paid by Tenant, which costs evidence shall exclude, without limitation, all costs include copies of the Initial Alterations constructed pursuant to Paragraph 4 above, whether paid by Landlord or Tenantapplicable attorney bills) (collectively the “Assignment -Assignment or Subletting Costs”), provided that, as a condition to Tenant recapturing the Assignment or Subletting Costs, Tenant shall provide to Landlord, within ninety (90) days of Landlord’s execution of Landlord’s consent to the assignment or subletting, a detailed accounting of the Assignment or Subletting Costs and supporting documents, such as receipts and construction invoices. To effect the foregoing, Tenant shall deduct from the monthly amounts, amounts received by Tenant from the subtenant or assignee as rent or consideration (i) the Monthly Rent and Additional Rent payable by Tenant to Landlord for the subject space for the corresponding month, and (ii) the incremental amount, on an amortized basis, of the Assignment or Subletting Costs, and fifty percent (50%) of the then remaining sum shall be paid promptly to Landlord. Upon Landlord’s request, Tenant shall assign to Landlord all amounts to be paid to Tenant by any such subtenant or assignee and that belong to Landlord and shall direct such subtenant or assignee to pay the same directly to Landlord. If there is more than one sublease under this Lease, the amounts (if any) to be paid by Tenant to Landlord pursuant to this Paragraph 13.c., . shall be separately calculated for each sublease and amounts due Landlord with regard to any one sublease may not be offset against rental and other consideration pertaining to or due under any other sublease. Upon Landlord’s request, Tenant shall provide Landlord with a detailed written statement of all sums payable by the assignee or subtenant to Tenant so that Landlord can determine the total sums, if any, due from Tenant to Landlord under this Paragraph 13.c.

Consideration to Landlord. In the event of any assignment or sublease, other than pursuant except for a transfer to Paragraph 13.h. belowan Affiliate, Landlord shall be entitled to receive, as additional rent hereunder, fifty percent (50%) of any consideration (including, without limitation, payment for leasehold improvementsimprovements or personal property of Tenant in excess of the fair market value thereof) paid by the assignee or subtenant for the assignment or sublease and, in the case of a sublease, fifty percent (50%) of the excess of the amount of rent paid for the sublet space by the subtenant over the amount of Monthly Rent under Paragraph 5 above and Additional Rent under Paragraph 7 above attributable to the sublet space for the corresponding month; , except that Tenant may recapture, on a straight line amortized basis (without interest) over the term of the sublease or assignment, any brokerage commissions paid by Tenant in connection with the subletting or assignment (not to exceed commissions typically paid in the market at the time of such subletting or assignment), reasonable attorneys fees in connection free rent periods with the subletting respect to such sublease or assignment, reasonable legal fees, and any improvement allowance paid by Tenant to the subtenant or assignee and assignee, the cost of any improvement costs incurred improvements made by Tenant specifically to prepare the space for such assignment subtenant or subletting (which costs shall exclude, without limitation, all costs of the Initial Alterations constructed pursuant to Paragraph 4 above, whether paid by Landlord or Tenant) assignee (collectively the “Assignment or Subletting Costs”), provided that, as a condition to Tenant recapturing the Assignment or Subletting Costs, Tenant shall provide to Landlord, within ninety (90) days of Landlord’s 's execution of Landlord’s Xxxxxxxx's consent to the assignment or subletting, a detailed accounting of the Assignment or Subletting Costs and supporting documents, such as receipts and construction invoices. To effect the foregoing, Tenant shall deduct from the monthly amounts, amounts received by Tenant from the subtenant or assignee as rent or consideration (i) consideration, the Monthly Rent and Additional Rent payable by Tenant to Landlord for the subject space for the corresponding month, and (ii) the incremental amount, on an amortized basis, of the Assignment or Subletting Costsspace, and fifty percent (50%) of the then remaining sum shall be paid promptly to Landlord. Upon LandlordXxxxxxxx’s request, Tenant shall assign to Landlord all amounts to be paid to Tenant by any such subtenant or assignee and that belong to Landlord and shall direct such subtenant or assignee to pay the same directly to Landlord. If there is more than one sublease under this Lease, the amounts (if any) to be paid by Tenant to Landlord pursuant to this Paragraph 13.c., shall be separately calculated for each sublease and amounts due Landlord with regard to any one sublease may not be offset against rental and 4885-9329-8068.6391320.00007/5-29-24/arb/bwt (24) other consideration pertaining to or due under any other sublease. Upon Landlord’s request, Tenant shall provide Landlord with a detailed written statement of all sums payable by the assignee or subtenant to Tenant so that Landlord can determine the total sums, if any, due from Tenant to Landlord under this Paragraph 13.c.

Consideration to Landlord. In the event of any assignment or subleasesublease (but not Permitted Transfers, other than pursuant to which the provisions of this Paragraph 13.h13.c. belowshall not apply), whether or not requiring Landlord’s consent, Landlord shall be entitled to receive, as additional rent hereunder, fifty percent (50%) of any consideration (including, without limitation, payment for leasehold improvements) paid by the assignee for the assignment or subtenant for the assignment or sublease and, in the case of a sublease, plus fifty percent (50%) of the excess of the amount of rent paid for the assigned or sublet space by the assignee or subtenant over the amount of Monthly Rent under Paragraph 5 above and Additional Rent under Paragraph 7 above attributable to the assigned or sublet space for the corresponding month; except that Tenant may recapture, on a straight line amortized basis (without interest) over less brokerage and leasing commissions, the term costs of the sublease or assignment, any brokerage commissions paid tenant improvements and other reasonable costs incurred by Tenant in connection with the subletting or assignment (not to exceed commissions typically paid in the market at the time of such subletting or assignment), reasonable attorneys fees in connection with the subletting or assignment, any improvement allowance paid by Tenant to the subtenant or assignee and any improvement costs incurred by Tenant specifically to prepare the space for such relevant assignment or subletting sublease (which costs shall exclude, without limitation, all costs of the Initial Alterations constructed pursuant to Paragraph 4 above, whether paid by Landlord or Tenant) (collectively the “Assignment or Subletting Transfer Costs”), provided that, as a condition to Tenant recapturing the Assignment or Subletting Costs, Tenant shall provide to Landlord, within ninety (90) days of Landlord’s execution of Landlord’s consent to the assignment or subletting, a detailed accounting of the Assignment or Subletting Costs and supporting documents, such as receipts and construction invoices. To effect the foregoing, Tenant shall deduct from the monthly amounts, amounts received by Tenant from the assignee or subtenant or assignee as rent or consideration (i) consideration, the Monthly Rent and Additional Rent payable by Tenant to Landlord for the subject space and the Transfer Costs (to the extent not previously deducted from the consideration paid by the assignee or subtenant for the corresponding month, and (ii) the incremental amount, on an amortized basis, of the Assignment assignment or Subletting Costssublease), and fifty percent (50%) of the then remaining sum shall be paid promptly to Landlord. Upon Landlord’s request, Tenant shall assign to Landlord all amounts to be paid to Tenant by any such subtenant or assignee and that belong to Landlord and shall direct such subtenant or assignee to pay the same directly to Landlord. If there is more than one sublease under this Lease, the amounts (if any) to be paid by Tenant to Landlord pursuant to this Paragraph 13.c., shall be separately calculated for each sublease and amounts due Landlord with regard to any one sublease may not be offset against rental and other consideration pertaining to or due under any other sublease. Upon Landlord’s request, Tenant shall provide Landlord with a detailed written statement of all sums payable by the assignee or subtenant to Tenant so that Landlord can determine the total sums, if any, due from Tenant to Landlord under this Paragraph 13.c.

Consideration to Landlord. In the event of any assignment or sublease, other than pursuant to Paragraph 13.h. belowwhether or not requiring Landlord's consent, Landlord shall be entitled to receive, as additional rent hereunder, fifty percent (50%) of any consideration (including, without limitation, payment for leasehold improvementsimprovements and any "Leasehold Profit" as defined below) paid by the assignee or subtenant for the assignment or sublease and, in the case of a sublease, fifty percent (50%) of the excess of the amount of rent paid for the sublet space by the subtenant over the amount of Monthly Rent and Tenant's Electrical Charge under Paragraph 5 above and Additional Rent under Paragraph 7 above attributable to the sublet space for the corresponding month; except that Tenant may recapture, on a straight line amortized basis (without interest) over the term of the sublease or assignment, any brokerage commissions paid by Tenant in connection with the subletting or assignment (not to exceed commissions typically paid in the market at the time of such subletting or assignment), reasonable attorneys fees in connection with the subletting or assignment, any improvement allowance paid by Tenant to the subtenant or assignee and any improvement costs incurred by Tenant specifically to prepare the space for such assignment or subletting (which costs shall exclude, without limitation, all costs of the Initial Alterations constructed pursuant to Paragraph 4 above, whether paid by Landlord or Tenant) (collectively the “Assignment or Subletting Costs”), provided that, as a condition to Tenant recapturing the Assignment or Subletting Costs, Tenant shall provide to Landlord, within ninety (90) days of Landlord’s execution of Landlord’s consent to the assignment or subletting, a detailed accounting of the Assignment or Subletting Costs and supporting documents, such as receipts and construction invoices. To effect the foregoing, Tenant shall deduct from the monthly amounts, amounts received by Tenant from the subtenant or assignee as rent or consideration (i) the Monthly Rent Rent, Tenant's Electrical Charge and Additional Rent payable by Tenant to Landlord for the subject space for the corresponding month, and (ii) the incremental amount, on an amortized basis, of the Assignment or Subletting Costsspace, and fifty percent (50%) of the then remaining sum shall be paid promptly to Landlord. Upon Landlord’s 's request, Tenant shall assign to Landlord all amounts to be paid to Tenant by any such subtenant or assignee and that belong to Landlord and shall direct such subtenant or assignee to pay the same directly to Landlord. If there is more than one sublease under this Lease, the amounts (if any) to be paid by Tenant to Landlord pursuant to this Paragraph 13.c., "Leasehold Profit" shall be separately calculated the value allocated to the leasehold. between the parties to the assignment or sublease, but in no event less than the excess of the present value of the fair market rent of the Premises for each sublease the remaining term of this Lease after such assignment or sublease, over the Monthly Rent, Tenant's Electrical Charge and amounts due Landlord with regard to any one sublease may not be offset against rental and other consideration pertaining to or due under any other sublease. Upon Additional Rent payable hereunder for such remaining term, as reasonably determined by Landlord’s request, Tenant shall provide Landlord with a detailed written statement of all sums payable by the assignee or subtenant to Tenant so that Landlord can determine the total sums, if any, due from Tenant to Landlord under this Paragraph 13.c.

Consideration to Landlord. In the event of any assignment or sublease, other than pursuant to Paragraph 13.h. belowwhether or not requiring Landlord’s consent, Landlord shall be entitled to receive, as additional rent hereunder, fifty percent (50%) of any consideration (including, without limitation, payment for leasehold improvements) paid by the assignee or subtenant for the assignment or sublease sublease, less any reasonable and documented brokerage fees and legal costs and expenses paid by Tenant solely with respect to such assignment or sublease, and, in the case of a sublease, fifty percent (50%) of the excess of the amount of rent paid for the sublet space by the subtenant over the amount of Monthly Rent under Paragraph 5 above and Additional Rent under Paragraph 7 above attributable to the sublet space for the corresponding month; except that Tenant may recaptureRent, on a straight line amortized basis (without interest) over the term of the sublease or assignment, less any brokerage commissions documented and reasonable costs and expenses paid by Tenant in connection solely with the subletting or assignment (not respect to exceed commissions typically paid in the market at the time of such subletting or assignment), reasonable attorneys fees in connection with the subletting or assignment, any improvement allowance paid by Tenant to the subtenant or assignee and any improvement costs incurred by Tenant specifically to prepare the space for such assignment or subletting (which costs shall exclude, without limitation, all costs of the Initial Alterations constructed pursuant to Paragraph 4 above, whether paid by Landlord or Tenant) (collectively the “Assignment or Subletting Costs”), provided that, as a condition to Tenant recapturing the Assignment or Subletting Costs, Tenant shall provide to Landlord, within ninety (90) days of Landlord’s execution of Landlord’s consent to the assignment or subletting, a detailed accounting of the Assignment or Subletting Costs and supporting documents, such as receipts and construction invoicessublet. To effect the foregoing, Tenant shall deduct from the monthly amounts, amounts received by Tenant from the subtenant or assignee as rent or consideration consideration, (i1) the Monthly Rent and Additional Rent payable by Tenant to Landlord for the subject space for the corresponding monthspace, and (ii2) any documented and reasonable costs and expenses paid by Tenant solely with respect to such sublet, amortized on a straight line basis over the incremental amount, on an amortized basis, term of the Assignment such assignment or Subletting Costssublease, and fifty percent (50%) of the then remaining sum such amount shall be paid promptly to LandlordLandlord each month at the time Monthly Rent is paid. Upon Landlord’s request, Tenant shall assign to Landlord all amounts to be paid to Tenant by any such subtenant or assignee and that belong to Landlord and shall direct such subtenant or assignee to pay the same directly to Landlord. If there is more than one sublease under this Lease, the amounts (if any) to be paid by Tenant to Landlord pursuant to this Paragraph 13.c., 13.d. shall be separately calculated for each sublease and amounts due Landlord with regard to any one sublease may not be offset against rental and other consideration pertaining to or due under any other sublease. Upon In the event of an assignment, Monthly Rent and Additional Rent shall be paid directly to Landlord, at Landlord’s request, Tenant shall provide Landlord with a detailed written statement of all sums payable by the assignee or subtenant to Tenant so that Landlord can determine the total sums, if any, due from Tenant to Landlord under this Paragraph 13.coption.

Consideration to Landlord. In the event of any assignment or sublease, other than pursuant to Paragraph 13.h. belowwhether or not requiring Landlord’s consent, Landlord shall be entitled to receive, as additional rent hereunder, fifty percent (50%) of any consideration (including, without limitation, payment for leasehold improvements) paid by the assignee or subtenant for the assignment or sublease and, in the case of a sublease, fifty percent (50%) of the excess of the amount of rent paid for the sublet space by the subtenant over the amount of Monthly Rent under Paragraph 5 above and Additional Rent under Paragraph 7 above attributable to the sublet space for the corresponding month; except that Tenant may recapture, on a straight line amortized basis (without interest) over the term of the sublease or assignment, any (i) brokerage commissions paid by Tenant in connection with the subletting or assignment (not to exceed commissions typically paid in the market at the time of such subletting or assignment), (ii) reasonable attorneys legal fees incurred by Tenant in connection with such assignment or subletting, not to exceed $2,500.00 for any single assignment or sublease (provided that Tenant shall submit to Landlord evidence reasonably acceptable to Landlord of such legal fees actually paid by Tenant, which evidence shall include copies of the applicable attorney bills, with appropriate redactions as needed) and (iii) any improvement allowance, construction costs, or other market concessions or inducements incurred by Tenant in connection with the subletting or assignment, any improvement allowance paid by Tenant to the subtenant or assignee and any improvement costs incurred by Tenant specifically to prepare the space for such assignment or subletting (which costs shall exclude, without limitation, all costs of the Initial Alterations constructed pursuant to Paragraph 4 above, whether paid by Landlord or Tenant) sublease (collectively the “Assignment or Subletting Costs”), provided that, as a condition to Tenant recapturing the Assignment or Subletting Costs, Tenant shall provide to Landlord, within ninety (90) days of Landlord’s execution of Landlord’s consent to the assignment or sublettingsubletting (or, if later, ninety (90) days following the commencement date of the assignment or sublease), a reasonably detailed accounting of the Assignment or Subletting Costs and supporting documents, such as receipts and construction invoices. To effect the foregoing, Tenant shall deduct from the monthly amounts, amounts received by Tenant from the subtenant or assignee as rent or consideration (i) the Monthly Rent and Additional Rent payable by Tenant to Landlord for the subject space for the corresponding month, and (ii) the incremental amount, on an amortized basis, of the Assignment or Subletting Costs, and fifty percent (50%) of the then remaining sum shall be paid promptly to Landlord. Upon Landlord’s request, Tenant shall assign to Landlord all amounts to be paid to Tenant by any such subtenant or assignee and that belong to Landlord and shall direct such subtenant or assignee to pay the same directly to Landlord. If there is more than one sublease under this Lease, the amounts (if any) to be paid by Tenant to Landlord pursuant to this Paragraph 13.c., . shall be separately calculated for each sublease and amounts due Landlord with regard to any one sublease may not be offset against rental and other consideration pertaining to or due under any other sublease. Upon Landlord’s request, Tenant shall provide Landlord with a detailed written statement of all sums payable by the assignee or subtenant to Tenant so that Landlord can determine the total sums, if any, due from Tenant to Landlord under this Paragraph 13.c.

Consideration to Landlord. In the event of any my assignment or sublease, other than pursuant to Paragraph 13.h. belowwhether or not requiring Landlord’s consent, Landlord shall be entitled to receive, as additional rent hereunder, fifty seventy-five percent (5075%) of any consideration (including, without limitation, payment for leasehold improvements) paid by the assignee or subtenant for the assignment or sublease and, in the case of a sublease, fifty seventy-five percent (5075%) of the excess of the amount of rent paid for the sublet space by the subtenant over the amount of Monthly Rent and Tenant’s Electrical Charge under Paragraph 5 above and Additional Rent under Paragraph 7 above attributable to the sublet space for the corresponding month; except that Tenant may recapture, on a straight line an amortized basis (without interest) over the term of the sublease or assignment, assignment (i) any brokerage commissions commission; paid by Tenant in connection with the subletting or assignment (not to exceed commissions typically paid in the market at the time of such subletting or assignment), (ii) reasonable attorneys legal fees paid by Tenant in connection with the subletting or assignment, any improvement allowance paid by Tenant to the subtenant or assignee and any improvement costs incurred by Tenant specifically to prepare the space for such assignment or subletting (provided that Tenant shall submit to Landlord evidence reasonably acceptable to Landlord of such legal fees actually paid by Tenant, which costs evidence shall exclude, without limitation, all costs include copies of the Initial Alterations constructed pursuant to Paragraph 4 aboveapplicable attorney bills), whether paid (iii) any improvement allowance or construction costs incurred by Landlord Tenant in connection with the assignment or Tenantsublease and (iv) rent concessions (collectively the “Assignment or Subletting Costs”), provided that, as a condition to Tenant recapturing the Assignment or Subletting Costs, Tenant shall provide to Landlord, Landlord within ninety (90) days of Landlord’s execution of Landlord’s consent to the assignment or subletting, a detailed accounting of the Assignment or Subletting Costs and supporting documents, such as receipts and construction invoices. To effect the foregoing, Tenant shall deduct from the monthly amounts, amounts received by Tenant from the subtenant or assignee as rent or consideration (i) the Monthly Rent, Additional Rent and Additional Rent Tenant’s Electrical Charge payable by Tenant to Landlord for the subject space for the corresponding month, and (ii) the incremental amount, on an amortized basis, of the Assignment or Subletting Costs, and fifty seventy-five percent (5075%) of the then remaining sum shall be paid promptly to Landlord. Upon Landlord’s request, Tenant shall assign to Landlord all amounts to be paid to Tenant by any such subtenant or assignee and that belong to Landlord and shall direct such subtenant or assignee to pay the same directly to Landlord. If there is more than one sublease under this Lease, the amounts (if any) to be paid by Tenant to Landlord pursuant to this Paragraph 13.c., . shall be separately calculated for each sublease and amounts due Landlord with regard to any one sublease may not be offset against rental and other consideration pertaining to or due under any other sublease. Upon Landlord’s request, Tenant shall provide Landlord with a detailed written statement of all sums payable by the assignee or subtenant to Tenant so that Landlord can determine the total sums, if any, due from Tenant to Landlord under this Paragraph 13.c.

Consideration to Landlord. In the event of any assignment or sublease, other than pursuant to Paragraph 13.h. belowwhether or not requiring Landlord’s consent, Landlord shall be entitled to receive, as additional rent hereunder, fifty seventy-five percent (5075%) of any consideration (including, without limitation, payment for leasehold improvementsimprovements and an “Leasehold Profit” as defined below) in excess of the Assignment or Subletting Costs (as defined an amortized as set forth below) paid by the assignee or subtenant for the assignment or sublease and, in the case of a sublease, fifty Tenant shall pay to Landlord on a monthly basis seventy-five percent (5075%) of the excess of the amount of rent and other consideration paid for the sublet space by the subtenant over the amount of Monthly monthly Base Rent and Operating Expenses payable under Paragraph 5 above this Lease and Additional Rent under Paragraph 7 above Assignment or Subletting Cos (amortized as set forth below), attributable to the sublet space for the corresponding month; except that Tenant may recapture. “Assignment or Subletting Costs” shall mean, on a straight line an amortized basis (without interest) over the term of the sublease or assignment, any an brokerage commissions paid by Tenant in connection with the subletting or assignment (not to exceed commissions typically paid in the market at the time of such subletting or assignment), Tenant’s reasonable attorneys fees in connection with costs of advertising the subletting space for sublease or assignment, and any improvement allowance paid by Tenant to the subtenant or assignee and or any improvement costs incurred paid by Tenant specifically solely to prepare the space for such the assignment or subletting (which costs shall exclude, without limitation, all costs of the Initial Alterations constructed pursuant to Paragraph 4 above, whether paid by Landlord or Tenant) (collectively the “Assignment or Subletting Costs”)sublet, provided that, as a condition to Tenant recapturing deducting the Assignment or Subletting Costs, Costs Tenant shall provide to Landlord, within ninety sixty (9060) days of Landlord’s execution of LandlordXxxxxxxx’s consent to the assignment or subletting, a detailed accounting of the Assignment or Subletting Costs and supporting documents, such as receipts and construction invoices. To effect “Leasehold Profit” shall be the foregoingvalue allocated to the leasehold between the parties to the assignment or sublease, Tenant shall deduct from but in no event less than the monthly amountsexcess of the present value of the fair market rent of the Premises for the remaining term of this Lease after sue assignment or sublease, received by Tenant from over the subtenant or assignee as rent or consideration (i) the Monthly Rent and Additional Base Rent payable hereunder for such remaining term, as reasonable determined by Tenant to Landlord for the subject space for the corresponding month, and (ii) the incremental amount, on an amortized basis, of the Assignment or Subletting Costs, and fifty percent (50%) of the then remaining sum shall be paid promptly to Landlord. Upon Landlord’s request, Tenant shall assign to Landlord all amounts to be paid to Tenant by direct any such subtenant or assignee and that belong to Landlord and shall direct such subtenant or assignee to pay the same directly to LandlordLandlord the amounts due to it pursuant to this Section 14.c. on account of such sublease assignment. If there is more than one sublease under this Lease, the amounts (if any) to be paid by Tenant to Landlord pursuant to this Paragraph 13.c., Section 14.c. shall be separately calculated for each sublease and amounts due Landlord with regard to any one sublease may not be offset against rental and other consideration pertaining to or due under any other sublease. Upon Landlord’s request, Tenant shall provide Landlord with a detailed written statement of all sums payable by the assignee or subtenant to Tenant so that Landlord can determine the total sums, if any, due from Tenant to Landlord under this Paragraph 13.c.

Consideration to Landlord. In the event of any assignment or sublease, other than pursuant to Paragraph 13.h. belowwhether or not requiring Landlord's consent, Landlord shall be entitled to receive, as additional rent hereunder, fifty seventy-five percent (5075%) of any consideration (including, without limitation, payment for leasehold improvementsimprovements and any "Leasehold Profit" as defined below) paid by the assignee or subtenant for the assignment or sublease and, in the case of a sublease, fifty seventy-five percent (5075%) of the excess of the amount of rent paid for the sublet space by the subtenant over the amount of Monthly Rent under Paragraph 5 above and Additional Rent under Paragraph 7 above attributable to the sublet space for the corresponding month; except that Tenant may recapture, on a straight line an amortized basis (without interest) over the term of the sublease or assignment, any brokerage commissions paid by Tenant in connection with the subletting or assignment (not to exceed commissions typically paid in the market at the time of such subletting or assignment), reasonable attorneys legal fees paid by Tenant in connection with such assignment or subletting (not to exceed the subletting lesser of (x) $2,500 or assignment, (y) $0.35 per rentable square foot of the sublet or assigned space) and any improvement allowance paid by Tenant to the subtenant or assignee and any improvement costs incurred by Tenant specifically to prepare the space for such assignment or subletting (which costs shall exclude, without limitation, all costs of the Initial Alterations constructed pursuant to Paragraph 4 above, whether paid by Landlord or Tenant) (collectively the “"Assignment or Subletting Costs”"), provided that, as a condition to Tenant recapturing the Assignment or Subletting Costs, Tenant shall provide to Landlord, within ninety (90) days of Landlord’s 's execution of Landlord’s Xxxxxxxx's consent to the assignment or subletting, a detailed accounting of the Assignment or Subletting Costs and supporting documents, such as receipts and construction invoices. To effect the foregoing, Tenant shall deduct from the monthly amounts, amounts received by Tenant from the subtenant or assignee as rent or consideration (i) the Monthly Rent and Additional Rent payable by Tenant to Landlord for the subject space for the corresponding month, and (ii) the incremental amount, on an amortized basis, of the Assignment or Subletting Costs, and fifty seventy-five percent (5075%) of the then remaining sum shall be paid promptly to Landlord. Upon Landlord’s request, Tenant shall assign to Landlord all amounts to be paid to Tenant by any such subtenant or assignee and that belong to Landlord and shall direct such subtenant or assignee to pay the same directly to Landlord. If there is more than one sublease under this Lease, the amounts (if any) to be paid by Tenant to Landlord pursuant to this Paragraph 13.c., shall be separately calculated for each sublease and amounts due Landlord with regard to any one sublease may not be offset against rental and other consideration pertaining to or due under any other sublease. Upon Landlord’s request, Tenant shall provide Landlord with a detailed written statement of all sums payable by the assignee or subtenant to Tenant so that Landlord can determine the total sums, if any, due from Tenant to Landlord under this Paragraph 13.c.to

Consideration to Landlord. In the event of any assignment or sublease, other than pursuant to Paragraph 13.h. below, Landlord shall be entitled to receive, receive as additional rent hereunder, fifty percent (50%) of and Tenant hereby assigns to Landlord, any consideration (including, without limitation, payment for leasehold improvements) paid by the assignee or subtenant for the assignment or sublease and, in the case of a sublease, fifty percent one-half (50%1/2) of the excess of the amount of by which the total monthly rent paid payable for the sublet space by the subtenant over exceeds the total amount of Monthly Base Rent under Paragraph 5 above 6 hereof and Additional Rent Basic Operating Cost under Paragraph 7 above attributable hereof (such excess being hereinafter referred to the sublet space for the corresponding monthas "Bonus Rental"); except provided, however, that Tenant may recaptureshall first be entitled to recover out of such assignment consideration or Bonus Rental, on a straight line reasonable brokerage commissions, reasonable attorneys' fees and tenant improvement costs actually incurred by Tenant in connection with such assignment or subletting (such tenant improvement costs to be amortized basis (without interest) over the remaining term of the Lease, in the case of an assignment, or over the term of the sublease or assignmentsublease, in the case of a sublease). Landlord's consent to any brokerage commissions assignment shall be conditional upon Landlord's receipt of the consideration paid by Tenant in connection with the proposed assignee for the assignment; and Landlord's consent to any subletting or assignment (not to exceed commissions typically paid in the market at the time shall be conditional upon Landlord's receipt of such subletting or assignment)any Bonus Rental, reasonable attorneys fees in connection with the subletting or assignment, any improvement allowance which shall be paid by Tenant to Landlord each month at the subtenant or assignee and any improvement costs incurred by Tenant specifically same time as Base Rent. Notwithstanding the foregoing, Landlord shall have the right to prepare the space for such assignment or subletting (which costs shall exclude, without limitation, all costs of the Initial Alterations constructed pursuant to Paragraph 4 above, whether paid by Landlord or Tenant) (collectively the “Assignment or Subletting Costs”), provided thatrequire, as a condition to Tenant recapturing the Assignment or Subletting Costs, Tenant shall provide to Landlord, within ninety (90) days its approval of Landlord’s execution of Landlord’s consent to the assignment or a subletting, a detailed accounting of that the Assignment or Subletting Costs and supporting documents, such as receipts and construction invoices. To effect the foregoing, Tenant shall deduct from the monthly amounts, received by Tenant from the proposed subtenant or assignee as rent or consideration (i) the Monthly Rent and Additional Rent payable by Tenant to Landlord for the subject space for the corresponding month, and (ii) the incremental amount, on an amortized basis, of the Assignment or Subletting Costs, and fifty percent (50%) of the then remaining sum shall be paid promptly to Landlord. Upon Landlord’s request, Tenant shall assign to Landlord all amounts to be paid to Tenant by any such subtenant or assignee and that belong to Landlord and shall direct such subtenant or assignee to pay the same Bonus Rental directly to Landlord. If there is more than one sublease under this Lease, the amounts Bonus Rental (if any) to be paid by Tenant to Landlord pursuant to the provisions of this Paragraph 13.c., 21 (c) shall be separately calculated for each sublease and amounts due Landlord with regard to any one sublease may not be offset against rental and other consideration pertaining to or due under any other sublease. Upon Landlord’s request, Tenant shall provide Landlord with a detailed written statement of all sums payable by the assignee or subtenant to Tenant so that Landlord can determine the total sums, if any, due from Tenant to Landlord under this Paragraph 13.c.

Consideration to Landlord. In the event of any assignment or sublease, other than except with respect to an assignment or sublease pursuant to Paragraph 13.h. below13.g., Landlord shall be entitled to receive, as additional rent hereunder, fifty seventy-five percent (5075%) of any consideration (including, without limitation, payment for leasehold improvementsimprovements and any "Leasehold Profit" as defined below) paid by the assignee or subtenant for the assignment or sublease and, in the case of a sublease, fifty seventy-five percent (5075%) of the excess of the amount of rent paid for the sublet space by the subtenant over the amount of Monthly Rent under Paragraph 5 above and Additional Rent under Paragraph 7 above attributable to the sublet space for the corresponding month; except that Tenant may recapture, on a straight line an amortized basis (without interest) over the term of the sublease or assignment, together with interest on the unamortized balance at a rate per annum equal to three (3) percentage points over the Treasury Rate charged as of the commencement date of such assignment or sublease (i) any brokerage commissions paid by Tenant in connection with the subletting or assignment (not to exceed commissions typically paid in the market at the time of such subletting or assignment), (ii) reasonable attorneys legal fees paid by Tenant in connection with the subletting or assignment, any improvement allowance paid by Tenant to the subtenant or assignee and any improvement costs incurred by Tenant specifically to prepare the space for such assignment or subletting (which costs provided that such legal fees shall exclude, without limitation, all costs not exceed One Thousand Five Hundred Dollars ($1,500.00) for an assignment of the Initial Alterations constructed pursuant to Paragraph 4 above, whether paid Lease and shall not exceed Seven Hundred Fifty Dollars ($750.00) for any single sublease) and (iii) any improvement allowance or construction costs incurred by Landlord Tenant in connection with the assignment or Tenant) sublease (collectively the “"Assignment or Subletting Costs”"), provided that, as a condition to Tenant recapturing the Assignment or Subletting Costs, Tenant shall provide to Landlord, within ninety (90) days of Landlord’s 's execution of Landlord’s 's consent to the assignment or subletting, a detailed accounting of the Assignment or Subletting Costs theretofore incurred by Tenant and supporting documents, such as receipts and construction invoices, and within one-hundred eighty (180) days of Landlord's execution of Landlord's consent to the assignment or subletting, a detailed accounting of all Assignment or Subletting Costs to be taken into account hereunder and supporting documents, such as receipts and construction invoices. To effect the foregoing, Tenant shall deduct from the monthly amounts, amounts received by Tenant from the subtenant or assignee as rent or consideration (i) the Monthly Rent and Additional Rent payable by Tenant to Landlord for the subject space for the corresponding month, and (ii) the incremental amount, on an amortized basis, of the Assignment or Subletting Costs, and fifty seventy-five percent (5075%) of the then remaining sum shall be paid promptly to Landlord. "Leasehold Profit" shall be the value allocated to the leasehold between the parties to the assignment or sublease, but in no event less than the excess of the present value of the fair market rent of the Premises for the remaining term of this Lease after such assignment or sublease, over the present value of the Monthly Rent payable hereunder for such remaining term, as reasonably determined by Landlord. Upon Landlord’s 's request, Tenant shall assign to Landlord all amounts to be paid to Tenant by any such subtenant or assignee and that belong to Landlord Landlord, and shall direct such subtenant or assignee to pay the same directly to Landlord. If there is more than one sublease under this Lease, the amounts (if any) to be paid by Tenant to Landlord pursuant to this Paragraph 13.c., the preceding sentence shall be separately calculated for each sublease and amounts due Landlord with regard to any one sublease may not be offset against rental and other consideration pertaining to or due under any other sublease. Upon Landlord’s request, Tenant shall provide Landlord with a detailed written statement of all sums payable by the assignee or subtenant to Tenant so that Landlord can determine the total sums, if any, due from Tenant to Landlord under this Paragraph 13.c.

Consideration to Landlord. In the event of any assignment or sublease, other than pursuant to Paragraph 13.h. belowwhether or not requiring Landlord’s consent, Landlord shall be entitled to receive, as additional rent hereunder, fifty percent (50%) of any consideration (including, without limitation, payment for leasehold improvements) paid by the assignee or subtenant for the assignment or sublease of this Lease (not including consideration for any other assets of Tenant) and, in the case of a sublease, fifty percent (50%) of the excess of the amount of rent paid for the sublet space by the subtenant over the amount of Monthly Rent under Paragraph 5 above and Additional Rent under Paragraph 7 above attributable to the sublet space for the corresponding month; except that Tenant may recapture, on a straight line amortized basis (without interest) over in each case after deducting therefrom the term of the sublease or assignment, any brokerage commissions paid actual and reasonable costs incurred by Tenant in connection with the subletting sale or assignment sublease, limited to brokerage commissions and reasonable attorneys’ fees (provided that such reasonable attorneys’ fees shall not to exceed commissions typically paid in the market at the time of such subletting or assignment$2,000.00), reasonable attorneys fees in connection with the subletting or assignment, any improvement allowance paid by Tenant to the subtenant or assignee and any improvement costs incurred by Tenant specifically to prepare the space for such assignment or subletting (which costs shall exclude, without limitation, all costs of the Initial Alterations constructed pursuant to Paragraph 4 above, whether paid by Landlord or Tenant) (collectively the “Assignment or Subletting Costs”), provided that, as a condition to Tenant recapturing the Assignment or Subletting Costs, Tenant shall provide to Landlord, within ninety (90) days of Landlord’s execution of Landlord’s consent to the assignment or subletting, a detailed accounting of the Assignment or Subletting Costs and supporting documents, such as receipts and construction invoices. To effect the foregoing, Tenant shall deduct from the monthly amounts, amounts received by Tenant from the subtenant or assignee as rent or consideration (i) consideration, the Monthly Rent and Additional Rent payable by Tenant to Landlord for the subject space for the corresponding month, and (ii) the incremental amount, on an amortized basis, of the Assignment or Subletting Costsspace, and fifty percent (50%) of the then remaining sum shall be paid promptly to Landlord. Upon Landlord’s request, Tenant shall assign to Landlord all amounts to be paid to Tenant by any such subtenant or assignee and that belong to Landlord and shall direct such subtenant or assignee to pay the same directly to Landlord. If there is more than one sublease under this Lease, the amounts (if any) to be paid by Tenant to Landlord pursuant to this Paragraph 13.c., shall be separately calculated for each sublease and amounts due Landlord with regard to any one sublease may not be offset against rental and other consideration pertaining to or due under any other sublease. Upon Landlord’s request, Tenant shall provide Landlord with a detailed written statement of all sums payable by the assignee or subtenant to Tenant so that Landlord can determine the total sums, if any, due from Tenant to Landlord under this Paragraph 13.c.

Consideration to Landlord. In the event of any assignment or sublease, other than pursuant sublease (excluding an assignment or sublease to Paragraph 13.h. below, an Affiliate) Landlord shall be entitled to receive, as additional rent hereunder, fifty percent (50%) of any consideration (including, without limitation, payment for leasehold improvements) paid by the assignee or subtenant for the assignment or sublease and, in the case of a sublease, fifty percent (50%) of the excess of the amount of rent paid for the sublet space by the subtenant over the amount of Monthly Rent under Paragraph 5 above and Additional Rent under Paragraph 7 above attributable to the sublet space for the corresponding month; except that Tenant may recapture, on a straight line an amortized basis (without interest) over the term of the sublease or assignment, assignment (i) any brokerage commissions paid by Tenant in connection with the subletting or assignment (not to exceed commissions typically paid in the market at the time of such subletting or assignment), (ii) Tenant's reasonable attorneys fees advertising and marketing expenses paid in connection with the subletting assignment or assignmentsubletting, (iii) any improvement allowance or construction costs incurred by Tenant, or other out-of-pocket concessions made by Tenant, in connection with the assignment or sublease and (iv) Tenant's reasonable attorneys fees incurred in connection with the assignment or sublease, plus the fees paid by Tenant to the subtenant or assignee and any improvement costs incurred by Tenant specifically to prepare the space for such assignment or subletting (which costs shall exclude, without limitation, all costs of the Initial Alterations constructed pursuant to under Paragraph 4 above, whether paid by Landlord or Tenant) 13.b. above (collectively the “"Assignment or Subletting Costs”"), provided that, as a condition to Tenant recapturing the Assignment or Subletting Costs, Tenant shall provide to Landlord, within ninety (90) days of Landlord’s 's execution of Landlord’s 's consent to the assignment or subletting, a detailed accounting of the Assignment or Subletting Costs and supporting documents, such as receipts and construction invoices. To effect the foregoing, Tenant shall deduct from the monthly amounts, amounts received by Tenant from the subtenant or assignee as rent or consideration (i) the Monthly Rent and Additional Rent payable by Tenant to Landlord for the subject space for the corresponding month, and (ii) the incremental amount, on an amortized basis, of the Assignment or Subletting Costs, and fifty percent (50%) of the then remaining sum shall be paid promptly to Landlord. Upon Landlord’s 's request, Tenant shall assign to Landlord all amounts to be paid to Tenant by any such subtenant or assignee and that belong to Landlord and shall direct such subtenant or assignee to pay the same directly to Landlord. If there is more than one sublease under this Lease, the amounts (if any) to be paid by Tenant to Landlord pursuant to this Paragraph 13.c., . shall be separately calculated for each sublease and amounts due Landlord with regard to any one sublease may not be offset against rental and other consideration pertaining to or due under any other sublease. Upon Landlord’s request, Tenant shall provide Landlord with a detailed written statement of all sums payable by the assignee or subtenant to Tenant so that Landlord can determine the total sums, if any, due from Tenant to Landlord under this Paragraph 13.c.

Consideration to Landlord. In the event of any assignment or sublease, other than pursuant sublease (except to the extent covered under Paragraph 13.h. below), Landlord shall be entitled to receive, as additional rent hereunder, fifty percent (50%) of any consideration (including, without limitation, payment for leasehold improvements) paid by the assignee or subtenant for the assignment or sublease sublease, and, in the case of a sublease, fifty percent (50%) of the excess of the amount of rent paid for the sublet space by the subtenant over the amount of Monthly Rent under Paragraph 5 above and Additional Rent under Paragraph 7 above attributable to the sublet space for the corresponding month; except that Tenant may recapture, on a straight line amortized basis (without interest) over the term of the sublease or assignment, any (i) brokerage commissions paid by Tenant in connection with the subletting or assignment (not to exceed commissions typically paid in the market at the time of such subletting or assignment), and (ii) reasonable attorneys legal fees incurred by Tenant in connection with such assignment or subletting (provided that Tenant shall submit to Landlord evidence reasonably acceptable to Landlord of such legal fees actually paid by Tenant, which evidence shall include copies of the applicable attorney bills), and (iii) any improvement allowance or construction costs incurred by Tenant in connection with the subletting assignment or assignment, sublease and (iv) any improvement allowance paid by Tenant free rent concessions given to the subtenant or assignee and any improvement costs incurred by Tenant specifically to prepare the space for such assignment or subletting (which costs shall exclude, without limitation, all costs of the Initial Alterations constructed pursuant to Paragraph 4 above, whether paid by Landlord or Tenant) (collectively the “Assignment or Subletting Costs”), provided that, as a condition to Tenant recapturing the Assignment or Subletting Costs, Tenant shall provide to Landlord, within ninety (90) days of Landlord’s execution of Landlord’s consent to the assignment or subletting, a detailed accounting of the Assignment or Subletting Costs and supporting documents, such as receipts and construction invoices. To effect the foregoing, Tenant shall deduct from the monthly amounts, amounts received by Tenant from the subtenant or assignee as rent or consideration (i) the Monthly Rent and Additional Rent payable by Tenant to Landlord for the subject space for the corresponding month, and (ii) the incremental amount, on an amortized basis, of the Assignment or Subletting Costs, and fifty percent (50%) of the then remaining sum shall be paid promptly to Landlord. Upon Landlord’s request, Tenant shall assign to Landlord all amounts to be paid to Tenant by any such subtenant or assignee and that belong to Landlord and shall direct such subtenant or assignee to pay the same directly to Landlord. If there is more than one sublease under this Lease, the amounts (if any) to be paid by Tenant to Landlord pursuant to this Paragraph 13.c., . shall be separately calculated for each sublease and amounts due Landlord with regard to any one sublease may not be offset against rental and other consideration pertaining to or due under any other sublease. Upon Landlord’s request, Tenant shall provide Landlord with a detailed written statement of all sums payable by the assignee or subtenant to Tenant so that Landlord can determine the total sums, if any, due from Tenant to Landlord under this Paragraph 13.c.

Consideration to Landlord. In the event of any assignment or sublease, other than pursuant to Paragraph 13.h. belowwhether or not requiring Landlord’s consent, Landlord shall be entitled to receive, as additional rent hereunder, fifty percent (50%) of any consideration (including, without limitation, payment for leasehold improvements) paid by the assignee or subtenant for the assignment or sublease and, in the case of a sublease, fifty percent (50%) of the excess of the amount of rent paid for the sublet space by the subtenant over the amount of Monthly Rent under Paragraph 5 above and above, Additional Rent under Paragraph 7 above attributable attributed to the sublet space for the corresponding month; except that Tenant may recapture, on a straight line amortized basis (without interest) over the term of the sublease or assignment, any brokerage commissions paid and all reasonable and actual out-of-pocket costs incurred by Tenant for tenant improvements and/or leasing commissions incurred in connection with the subletting or assignment (not to exceed commissions typically paid in the market at the time of such subletting or assignment), reasonable attorneys fees in connection with the subletting or assignment, any improvement allowance paid by Tenant to the subtenant or assignee and any improvement costs incurred by Tenant specifically to prepare the space for such assignment or subletting (which costs shall exclude, without limitation, all costs of the Initial Alterations constructed pursuant to Paragraph 4 above, whether paid by Landlord or Tenant) (collectively the “Assignment or Subletting Costs”), provided that, as a condition to Tenant recapturing the Assignment or Subletting Costs, Tenant shall provide to Landlord, within ninety (90) days of Landlord’s execution of Landlord’s consent to the assignment or subletting, a detailed accounting of the Assignment or Subletting Costs and supporting documents, such as receipts and construction invoices. To effect the foregoing, Tenant shall deduct from the monthly amounts, amounts received by Tenant from the subtenant or assignee as rent or consideration (i) consideration, the Monthly Rent and Additional Rent payable by Tenant to Landlord for the subject space for the corresponding month, and (ii) the incremental amount, on an amortized basis, a portion of the Assignment reasonable and actual out-of-pocket costs incurred by Tenant for tenant improvements and/or leasing commissions incurred in connection with such subletting or Subletting Costsassignment evenly spread across the term of the sublease or assignment, and fifty percent (50%) of the then remaining sum shall be paid promptly to Landlord. Upon Landlord’s request, Tenant shall assign to Landlord all amounts to be paid to Tenant by any such subtenant or assignee and that belong to Landlord and shall direct such subtenant or assignee to pay the same directly to LandlordTenant. If there is more than one sublease under this Lease, the amounts (if any) to be paid by Tenant to Landlord pursuant to this Paragraph 13.c., shall be separately calculated for each sublease and amounts due Landlord with regard to any one sublease may not be offset against rental and other consideration pertaining to or due under any other sublease. Upon Landlord’s request, Tenant shall provide Landlord with a detailed written statement of all sums payable by the assignee or subtenant to Tenant so that Landlord can determine the total sums, if any, due from Tenant to Landlord under this Paragraph 13.c.

Consideration to Landlord. In the event of any assignment or sublease, other than an assignment or sublease pursuant to Paragraph 13.h13.g. below, Landlord shall be entitled to receive, as additional rent hereunder, fifty percent (50%) of any consideration (including, without limitation, payment for leasehold improvements) paid by the assignee or subtenant for the assignment or sublease and, in the case of a sublease, fifty percent (50%) of the excess of the amount of rent paid for the sublet space by the subtenant over the amount of Monthly Rent under Paragraph 5 above and Additional Rent under Paragraph 7 above attributable to the sublet space for the corresponding month; except that Tenant may recapture, on a straight line an amortized basis (without interest) over the term of the sublease or assignment, any brokerage commissions paid by Tenant in connection with the subletting or assignment (not to exceed commissions typically paid in the market at the time of such subletting or assignment), reasonable marketing costs paid by Tenant in connection with the subletting or assignment, reasonable attorneys fees in connection with the subletting or assignment, any improvement allowance paid by Tenant to the subtenant or assignee and any improvement costs incurred by Tenant specifically to prepare the space for such assignment or subletting (which costs shall exclude, without limitation, all costs of the Initial Alterations constructed pursuant to Paragraph 4 above, whether paid by Landlord Tenant or Tenant) Landlord), (collectively the “"Assignment or Subletting Costs”"), provided that, as a condition to Tenant recapturing the Assignment or Subletting Costs, Tenant shall provide to Landlord, within ninety (90) days of Landlord’s 's execution of Landlord’s 's consent to the assignment or subletting, a detailed accounting of accouxxxxx xx the Assignment or Subletting Costs and supporting documents, such as receipts and construction invoices. To effect the foregoing, Tenant shall deduct from the monthly amounts, amounts received by Tenant from the subtenant or assignee as rent or consideration (i) the Monthly Rent and Additional Rent payable by Tenant to Landlord for the subject space for the corresponding month, and (ii) the incremental amount, on an amortized basis, of the Assignment or Subletting Costs, and fifty percent (50%) of the then remaining sum shall be paid promptly to Landlord. Upon Landlord’s 's request, Tenant shall assign to Landlord all amounts to be paid to Tenant by any such subtenant or assignee and that belong to Landlord and shall direct such subtenant or assignee to pay the same directly to Landlord. If there is more than one sublease under this Lease, the amounts (if any) to be paid by Tenant to Landlord pursuant to this Paragraph 13.c., shall be separately calculated for each sublease and amounts due Landlord with regard to any one sublease may not be offset against rental and other consideration pertaining to or due under any other sublease. Upon Landlord’s request, Tenant shall provide Landlord with a detailed written statement of all sums payable by the assignee or subtenant to Tenant so that Landlord can determine the total sums, if any, due from Tenant to Landlord under this Paragraph 13.c.

Consideration to Landlord. In the event of any assignment or sublease, other than pursuant to Paragraph 13.h. belowwhether or not requiring Landlord’s consent, Landlord shall be entitled to receive, as additional rent hereunder, fifty percent (50%) of any consideration (including, without limitation, payment for leasehold improvements) paid by the assignee or subtenant for the assignment or sublease sublease(which shall in no event be deemed to be less than the “Leasehold Profit”, as defined below) and, in the case of a sublease, fifty percent (50%) of the excess of the amount of rent paid for the sublet space by the subtenant over the amount of Monthly Rent under Paragraph 5 above and Additional Rent under Paragraph 7 above attributable to the sublet space for the corresponding month; except that Tenant may recapture, on a straight line amortized basis (without interest) over the term of the sublease or assignment, any brokerage commissions paid by Tenant in connection with the subletting or assignment (not to exceed commissions typically paid in the market at the time of such subletting or assignment), reasonable attorneys fees in connection with the subletting or assignment, any improvement allowance paid by Tenant to the subtenant or assignee and any improvement costs incurred by Tenant specifically to prepare the space for such assignment or subletting (which costs shall exclude, without limitation, all costs of the Initial Alterations constructed pursuant to Paragraph 4 above, whether paid by Landlord or Tenant) (collectively the “Assignment or Subletting Costs”), provided that, as a condition to Tenant recapturing the Assignment or Subletting Costs, Tenant shall provide to Landlord, within ninety (90) days of Landlord’s execution of Landlord’s consent to the assignment or subletting, a detailed accounting of the Assignment or Subletting Costs and supporting documents, such as receipts and construction invoices. To effect the foregoing, Tenant shall deduct from the monthly amounts, amounts received by Tenant from the subtenant or assignee as rent or consideration (i) consideration, the Monthly Rent and Additional Rent payable by Tenant to Landlord for the subject space for the corresponding month, and (ii) the incremental amount, on an amortized basis, of the Assignment or Subletting Costsspace, and fifty percent (50%) of the then remaining sum shall be paid promptly to Landlord. Upon Landlord’s request, Tenant shall assign to Landlord all amounts to be paid to Tenant by any such subtenant or assignee and that belong to Landlord and shall direct such subtenant or assignee to pay the same directly to Landlord. If there is more than one sublease under this Lease, the amounts (if any) to be paid by Tenant to Landlord pursuant to this Paragraph 13.c., shall be separately calculated for each sublease and amounts due Landlord with regard to any one sublease may not be offset against rental and other consideration pertaining to or due under any other sublease. “Leasehold Profit” shall be the value allocated to the leasehold between the parties to the assignment or sublease, but in no event less than Landlord’s reasonable determination of (i) in the case of an assignment, the excess of the present value of the fair market rent of the Premises for the remaining term of this Lease after such assignment, over the present value of the Monthly Rent payable hereunder for such remaining term or (ii) in the case of a sublease, the excess of the present value of the fair market rent of the Premises for the term of the sublease, over the present value of the Monthly Rent payable hereunder for such term. Upon Landlord’s request, Tenant shall provide Landlord with a detailed written statement of all sums payable by the assignee or subtenant to Tenant so that Landlord can determine the total sums, if any, due from Tenant to Landlord under this Paragraph 13.c.

Consideration to Landlord. In consideration for Landlord's execution of this Agreement, and as conditions to the event effectiveness of any assignment or sublease, other than pursuant this Agreement: (i) Tenant shall deliver to Paragraph 13.h. below, Landlord shall be entitled to receive, as additional rent hereunder, fifty percent upon the Surrender Date the sum of One Million Six Hundred Thousand and No/100 Dollars (50%) of any consideration (including, without limitation, payment for leasehold improvements) paid by the assignee or subtenant for the assignment or sublease and$1,600,000.00), in the case of a subleasecurrency which, fifty percent (50%) of the excess of the amount of rent paid for the sublet space by the subtenant over the amount of Monthly Rent under Paragraph 5 above and Additional Rent under Paragraph 7 above attributable to the sublet space for the corresponding month; except that Tenant may recapture, on a straight line amortized basis (without interest) over the term of the sublease or assignment, any brokerage commissions paid by Tenant in connection with the subletting or assignment (not to exceed commissions typically paid in the market at the time of such subletting payment, is legal tender for private and public debts in the United States of America, or assignment)at Landlord's election, reasonable attorneys fees in connection with the subletting by wire or assignment, any improvement allowance paid by Tenant to the subtenant or assignee and any improvement costs incurred by Tenant specifically to prepare the space for such assignment or subletting (which costs shall exclude, without limitation, all costs of the Initial Alterations constructed ACH transfer pursuant to Paragraph 4 above, whether paid wiring instructions which shall be provided by Landlord to Tenant, or Tenant) (collectively the “Assignment or Subletting Costs”), provided that, as a condition to Tenant recapturing the Assignment or Subletting Costs, Tenant shall provide to otherwise specified by Landlord, within ninety (90) days of Landlord’s execution of Landlord’s consent to which amount represents the assignment or subletting, a detailed accounting of the Assignment or Subletting Costs and supporting documents, such as receipts and construction invoices. To effect the foregoing, Tenant shall deduct from the monthly amounts, received by Tenant from the subtenant or assignee as rent or consideration (i) the Monthly Rent and Additional Rent payable obligations owed by Tenant to Landlord for under the subject space for Lease (the corresponding month"Termination Fee"), and (ii) Tenant shall, at Tenant's sole cost and expense, transfer to Landlord upon the incremental amountSurrender Date any and all permits (collectively, on an amortized basisthe "Permits") required by Landlord, including, without limitation the Bay Area Air Quality Management District permit (the "BAAQMD Permit") and any permits relative to the Generator (collectively, the "Generator Permit"). If and to the extent any of the Assignment or Subletting CostsPermits required to be transferred to Landlord pursuant to the preceding sentence have, as of the Effective Date, lapsed, then Tenant shall, at its sole cost and expense, cause such Permits to be current and in effect prior to the transfers thereof to Landlord as required by this Agreement; provided, however, that, if Tenant fails to so cause such Permits to be current and in effect, then Landlord may (but shall not be obligated to) do so, and fifty may charge the costs incurred by Landlord in connection therewith to Tenant, plus a fee equal to ten percent (5010%) of the then remaining sum total of such costs as compensation to Landlord for administrative review and related functions performed by Landlord or its agents in connection with causing such Permits to be current and in effect (collectively, the "Permit Costs"), which Permit Costs shall be paid promptly to Landlord. Upon Landlord’s request, Tenant shall assign to Landlord all amounts to be paid to Tenant by any such subtenant or assignee and that belong to Landlord and shall direct such subtenant or assignee to pay the same directly to Landlord. If there is more than one sublease under this Lease, the amounts (if any) to be paid reimbursed by Tenant to Landlord pursuant to this Paragraph 13.cwithin thirty (30) days after Tenant's receipt of invoice therefor from Landlord., shall be separately calculated for each sublease and amounts due Landlord with regard to any one sublease may not be offset against rental and other consideration pertaining to or due under any other sublease. Upon Landlord’s request, Tenant shall provide Landlord with a detailed written statement of all sums payable by the assignee or subtenant to Tenant so that Landlord can determine the total sums, if any, due from Tenant to Landlord under this Paragraph 13.c.

Consideration to Landlord. In the event of any assignment “True Third Party Sublease”, as defined below, whether or sublease, other than pursuant to Paragraph 13.h. belownot requiring Landlord's consent, Landlord shall be entitled to receive, as additional rent hereunder, fifty percent (50%) of any consideration (including, without limitation, payment for leasehold improvements) paid by the assignee or subtenant for the assignment or sublease and, in the case of a sublease, fifty percent (50%) of the excess of the amount of rent paid for the sublet space by the subtenant over the amount of Monthly Rent under Paragraph 5 above and above, Additional Rent under Paragraph 7 above and Parking Space Rental under Paragraph 53 below attributable to the sublet space for the corresponding month; except that Tenant may recapture, on a straight line amortized basis (without interest) over the term in each case, prior to paying Landlord any amount of the sublease or assignmentmonies hereunder, any brokerage commissions paid by Tenant in connection with the subletting or assignment (not to exceed commissions typically paid in the market at the time of such subletting or assignment), reasonable attorneys fees in connection with the subletting or assignment, any improvement allowance or cost of improvements paid by Tenant to the subtenant or assignee or in connection with the sublease or assignment, reasonable legal fees paid by Tenant in connection with such assignment or subletting, and any improvement Tenant's costs incurred by Tenant specifically to prepare in connection with the assignment or sublease, including for preparing the space for such assignment the subtenant's or subletting assignee's occupancy (which costs shall exclude, without limitation, all costs of including the Initial Alterations constructed pursuant to Paragraph 4 above, whether amounts paid by Tenant to Landlord as rental for the subject space for the period, if any, not to exceed thirty (30) days, commencing on the date the subject space was vacated by Tenant and ending on the date the assignee's or Tenantsubtenant's rental obligation for the subject space commenced) (collectively the “Assignment or Subletting Costs”), provided that, as a condition to Tenant recapturing the Assignment or Subletting Costs, Tenant shall provide to Landlord, within ninety (90) days of Landlord’s 's execution of Landlord’s 's consent to the assignment or subletting, a detailed accounting of the Assignment or Subletting Costs and supporting documents, such as receipts and construction invoices. To effect the foregoing, Tenant shall deduct from the monthly amounts, amounts received by Tenant from the subtenant or assignee as rent or consideration (i) the Monthly Rent, Additional Rent and Additional Rent Parking Space Rental payable by Tenant to Landlord for the subject space for the corresponding month, and (ii) the incremental amount, on an amortized basis, amount of the Assignment or Subletting Costs, and fifty percent (50%) of the then remaining sum sum, if any, shall be paid promptly to Landlord. Tenant shall deliver to Landlord within sixty (60) days after the end of each calendar year and within sixty (60) days after the expiration or earlier termination of this Lease a statement specifying each sublease in effect during such calendar year or partial calendar year, the rentable area demised thereby, the term thereof and a computation in reasonable detail showing the calculation of the Assignment or Subletting Costs, the amounts paid and payable by the subtenant to Tenant, and by Tenant to Landlord, with respect to such sublease for the period covered by such statement, together with supporting documents, such as receipts and construction invoices. Upon Landlord’s 's request, Tenant shall assign to Landlord all amounts to be paid to Tenant by any such subtenant or assignee and that belong to Landlord and shall direct such subtenant or assignee to pay the same directly to Landlord. If there is more than one sublease under this Lease, the amounts (if any) to be paid by Tenant to Landlord pursuant to this Paragraph 13.c., shall be separately calculated for each sublease and amounts due Landlord with regard to any one sublease may not be offset against rental and other consideration pertaining to or due under any other sublease. Upon Landlord’s 's request, Tenant shall provide Landlord with a detailed written statement of all sums payable by the assignee or subtenant to Tenant so that Landlord can determine the total sums, if any, due from Tenant to Landlord under this Paragraph 13.c. A “True Third Party Sublease” shall mean a sublease to a third party other than (1) a Shared Space Arrangement (as defined below), (2) any sublease or license to any third party using space for providing live entertainment or similar public event at the Premises (the “Live Event Space”), or subleases or licenses for retail, restaurant or similar uses on the ground floor of the Building (the “Retail/Restaurant Space”) (subleases or licenses with respect to the Live Event Space or the Retail/Restaurant Space shall be referred to herein as a “Live Event/Retail Sublease”), and (3) subleases or licenses with Affiliates (as defined below).

Consideration to Landlord. In the event of any assignment or sublease, other than but excluding an assignment or sublease to an Affiliate pursuant to Paragraph 13.h13.g. below, Landlord shall be entitled to receive, as additional rent hereunder, fifty percent (50%) of any consideration (including, without limitation, payment for leasehold improvements) paid by the assignee or subtenant for the assignment or sublease and, in the case of a sublease, fifty percent (50%) of the excess of the amount of rent paid for the sublet space by the subtenant over the amount of Monthly Rent under Paragraph 5 above and Additional Rent under Paragraph 7 above attributable to the sublet space for the corresponding month; except that Tenant may recapture, on a straight line an amortized basis (without interest) over the term of the sublease or assignment, assignment (i) any brokerage commissions paid by Tenant in connection with the subletting or assignment (not to exceed commissions typically paid in the market at the time of such subletting or assignment), (ii) reasonable attorneys legal fees paid by Tenant in connection with the subletting or assignment, any improvement allowance paid by Tenant to the subtenant or assignee and any improvement costs incurred by Tenant specifically to prepare the space for such assignment or subletting (provided that Tenant shall submit to Landlord evidence reasonably acceptable to Landlord of such legal fees actually paid by Tenant, which costs evidence shall exclude, without limitation, all costs include copies of the Initial Alterations constructed pursuant to Paragraph 4 above, whether paid applicable attorney bills) and (iii) any improvement allowance or construction costs incurred by Landlord Tenant in connection with the assignment or Tenant) sublease (collectively the “"Assignment or Subletting Costs”"), provided that, as a condition to Tenant recapturing the Assignment or Subletting Costs, Tenant shall provide to Landlord, within ninety (90) days following the effective date of Landlord’s execution of Landlord’s consent to the assignment or sublettingthe commencement of the term of the sublease, as applicable, a detailed accounting of the Assignment or Subletting Costs and supporting documents, such as receipts and construction invoices. To effect the foregoing, Tenant shall deduct from the monthly amounts, amounts received by Tenant from the subtenant or assignee as rent or consideration (i) the Monthly Rent and Additional Rent payable by Tenant to Landlord for the subject space for the corresponding month, and (ii) the incremental amount, on an amortized basis, of the Assignment or Subletting Costs, and fifty percent (50%) of the then remaining sum shall be paid promptly monthly to Landlord. Upon Landlord’s 's request, Tenant shall assign to Landlord all amounts to be paid to Tenant by any such subtenant or assignee and that belong to Landlord and shall direct such subtenant or assignee to pay the same directly to Landlord. If there is more than one sublease under this Lease, the amounts (if any) to be paid by Tenant to Landlord pursuant to this Paragraph 13.c., shall be separately calculated for each sublease and amounts due Landlord with regard to any one sublease may not be offset against rental and other consideration pertaining to or due under any other sublease. Upon Landlord’s request, Tenant shall provide Landlord with a detailed written statement of all sums payable by the assignee or subtenant to Tenant so that Landlord can determine the total sums, if any, due from Tenant to Landlord under this Paragraph 13.c.

Consideration to Landlord. In the event of any assignment or sublease, other than pursuant to Paragraph 13.h. belowwhether or not requiring Landlord's consent, Landlord shall be entitled to receive, as additional rent hereunder, fifty percent (50%) [...***...] of any consideration (including, without limitation, payment for leasehold improvementsimprovements (including the Tenant Improvements or any other Alterations) in excess of the Assignment or Subletting Costs (as defined and amortized as set forth below) paid by the assignee or subtenant for the assignment or sublease and, in the case of a sublease, fifty percent (50%) of Tenant shall pay to Landlord on a monthly basis the excess of the amount of rent and other consideration paid for the sublet space by the subtenant over the amount of Monthly Base Rent under Paragraph Section 4 above, Operating Expenses under Section 5 above above, and Additional Rent under Paragraph 7 above Assignment or Subletting Costs (amortized as set forth below), attributable to the sublet space for the corresponding month; except that Tenant may recapture. "Assignment or Subletting Costs" shall mean, (i) on a straight line an amortized basis (without interest) over the term of the sublease or assignment, any brokerage commissions paid by Tenant in connection with the subletting or assignment (not to exceed commissions typically paid in the market at the time of such subletting or assignment), Tenant's reasonable attorneys fees in connection with costs of advertising the subletting space for sublease or assignment, assignment and any improvement allowance paid by Tenant to the subtenant or assignee and or any improvement costs incurred paid by Tenant specifically solely to prepare the space for such the assignment or subletting sublet, and (which costs shall exclude, without limitation, all costs of the Initial Alterations constructed pursuant to Paragraph 4 above, whether paid by Landlord or Tenantii) (collectively the “Assignment or Subletting Costs”)[...***...], provided that, as a condition to Tenant recapturing the Assignment or Subletting Costs, Tenant shall provide to Landlord, within ninety sixty (9060) days of Landlord’s 's execution of Landlord’s 's consent to the assignment or subletting, a detailed accounting of the Assignment or Subletting Costs and supporting documents, such as receipts and construction invoices. To effect the foregoing, Tenant shall deduct from the monthly amounts, received by Tenant from the subtenant or assignee as rent or consideration (i) the Monthly Rent and Additional Rent payable by Tenant to Landlord for the subject space for the corresponding month, and (ii) the incremental amount, on an amortized basis, of the Assignment or Subletting Costs, and fifty percent (50%) of the then remaining sum shall be paid promptly to Landlord. Upon Landlord’s 's request, Tenant shall assign to Landlord all amounts to be paid to Tenant by direct any such subtenant or assignee and that belong to Landlord and shall direct such subtenant or assignee to pay the same directly to LandlordLandlord the amounts due to it pursuant to this Section 14.c. on account of such sublease or assignment. If there is more than one sublease under this Lease, the amounts (if any) to be paid by Tenant to Landlord pursuant to this Paragraph 13.c., Section 14.c. shall be separately calculated for each sublease and amounts due Landlord with regard to any one sublease may not be offset against rental and other consideration pertaining to or due ------------------- * Confidential Treatment Requested under any other sublease. Upon Landlord’s requestFor purposes of clause (ii) above, Tenant the [...***...]* shall provide Landlord with a detailed written statement be included in the Assignment or Subletting Costs. For purposes of all sums payable the amortization in clauses (i) and (ii) above, such amortization shall be at an interest rate per annum equal to [...***...] percentage points over the Treasury Rate charged at the time such costs are paid by the assignee or subtenant to Tenant so that Landlord can determine the total sums, if any, due from Tenant to Landlord under this Paragraph 13.cTenant.

Consideration to Landlord. In the event of any assignment or sublease, other than except with respect to an assignment or sublease pursuant to Paragraph 13.h. below13.g., Landlord shall be entitled to receive, as additional rent hereunder, fifty percent (50%) of any consideration (including, without limitation, payment for leasehold improvementsimprovements and any "Leasehold Profit" as defined below) paid by the assignee or subtenant for the assignment or sublease and, in the case of a sublease, fifty percent (50%) of the excess of the amount of rent paid for the sublet space by the subtenant over the amount of Monthly Rent under Paragraph 5 above and Additional Rent under Paragraph 7 above attributable to the sublet space for the corresponding month; except that Tenant may recapture, on a straight line an amortized basis (without interest) over the term of the sublease or assignment, together with interest on the unamortized balance at a rate per annum equal to three (3) percentage points over the Treasury Rate charged as of the commencement date of such assignment or sublease (i) any brokerage commissions paid by Tenant in connection with the subletting or assignment (not to exceed commissions typically paid in the market at the time of such subletting or assignment), (ii) reasonable attorneys legal fees paid by Tenant in connection with the subletting or assignment, any improvement allowance paid by Tenant to the subtenant or assignee and any improvement costs incurred by Tenant specifically to prepare the space for such assignment or subletting (which costs provided that such legal fees shall exclude, without limitation, all costs not exceed One Thousand Five Hundred Dollars ($1,500.00) for an assignment of the Initial Alterations constructed pursuant to Paragraph 4 above, whether paid Lease and shall not exceed Seven Hundred Fifty Dollars ($750.00) for any single sublease) and (iii) any improvement allowance or construction costs incurred by Landlord Tenant in connection with the assignment or Tenant) sublease (collectively the “"Assignment or Subletting Costs”"), provided that, as a condition to Tenant recapturing the Assignment or Subletting Costs, Tenant shall provide to Landlord, within ninety (90) days of Landlord’s 's execution of Landlord’s 's consent to the assignment or subletting, a detailed accounting of the Assignment or Subletting Costs theretofore incurred by Tenant and supporting documents, such as receipts and construction invoices, and within one-hundred eighty (180) days of Landlord's execution of Landlord's consent to the assignment or subletting, a detailed accounting of all Assignment or Subletting Costs to be taken into account hereunder and supporting documents, such as receipts and construction invoices. To effect the foregoing, Tenant shall deduct from the monthly amounts, received by Tenant from the subtenant or assignee as rent or consideration (i) the Monthly Rent and Additional Rent payable by Tenant to Landlord for the subject space for the corresponding month, and (ii) the incremental amount, on an amortized basis, of the Assignment or Subletting Costs, and fifty percent (50%) of the then remaining sum shall be paid promptly to Landlord. Upon Landlord’s request, Tenant shall assign to Landlord all amounts to be paid to Tenant by any such subtenant or assignee and that belong to Landlord and shall direct such subtenant or assignee to pay the same directly to Landlord. If there is more than one sublease under this Lease, the amounts (if any) to be paid by Tenant to Landlord pursuant to this Paragraph 13.c., shall be separately calculated for each sublease and amounts due Landlord with regard to any one sublease may not be offset against rental and other consideration pertaining to or due under any other sublease. Upon Landlord’s request, Tenant shall provide Landlord with a detailed written statement of all sums payable by the assignee or subtenant to Tenant so that Landlord can determine the total sums, if any, due from Tenant to Landlord under this Paragraph 13.c.the

Consideration to Landlord. In the event of any assignment or ------------------------- sublease, other than except with respect to an assignment or sublease pursuant to Paragraph 13.h. below13.g., Landlord shall be entitled to receive, as additional rent hereunder, fifty percent (50%) of any consideration (including, without limitation, payment for leasehold improvementsimprovements and any "Leasehold Profit" as defined below) paid by the assignee or subtenant for the assignment or sublease and, in the case of a sublease, fifty percent (50%) of the excess of the amount of rent paid for the sublet space by the subtenant over the amount of Monthly Rent under Paragraph 5 above and Additional Rent under Paragraph 7 above attributable to the sublet space for the corresponding month; except that Tenant may recapture, on a straight line an amortized basis (without interest) over the term of the sublease or assignment, together with interest on the unamortized balance at a rate per annum equal to three (3) percentage points over the Treasury Rate charged as of the commencement date of such assignment or sublease (i) any brokerage commissions paid by Tenant in connection with the subletting or assignment (not to exceed commissions typically paid in the market at the time of such subletting or assignment), (ii) reasonable attorneys legal fees paid by Tenant in connection with the subletting or assignment, any improvement allowance paid by Tenant to the subtenant or assignee and any improvement costs incurred by Tenant specifically to prepare the space for such assignment or subletting (which costs provided that such legal fees shall exclude, without limitation, all costs not exceed One Thousand Five Hundred Dollars ($1,500.00) for an assignment of the Initial Alterations constructed pursuant to Paragraph 4 above, whether paid Lease and shall not exceed Seven Hundred Fifty Dollars ($750.00) for any single sublease) and (iii) any improvement allowance or construction costs incurred by Landlord Tenant in connection with the assignment or Tenant) sublease (collectively the “"Assignment or Subletting Costs”"), provided that, as a condition to Tenant recapturing the Assignment or Subletting Costs, Tenant shall provide to Landlord, within ninety (90) days of Landlord’s 's execution of Landlord’s 's consent to the assignment or subletting, a detailed accounting of the Assignment or Subletting Costs theretofore incurred by Tenant and supporting documents, such as receipts and construction invoices, and within one-hundred eighty (180) days of Landlord's execution of Landlord's consent to the assignment or subletting, a detailed accounting of all Assignment or Subletting Costs to be taken into account hereunder and supporting documents, such as receipts and construction invoices. To effect the foregoing, Tenant shall deduct from the monthly amounts, amounts received by Tenant from the subtenant or assignee as rent or consideration (i) the Monthly Rent and Additional Rent payable by Tenant to Landlord for the subject space for the corresponding month, and (ii) the incremental amount, on an amortized basis, of the Assignment or Subletting Costs, and fifty percent (50%) of the then remaining sum shall be paid promptly to Landlord. Upon Landlord’s request, Tenant shall assign to Landlord all amounts to be paid to Tenant by any such subtenant or assignee and that belong to Landlord and shall direct such subtenant or assignee to pay the same directly to Landlord. If there is more than one sublease under this Lease, the amounts (if any) to be paid by Tenant to Landlord pursuant to this Paragraph 13.c., shall be separately calculated for each sublease and amounts due Landlord with regard to any one sublease may not be offset against rental and other consideration pertaining to or due under any other sublease. Upon Landlord’s request, Tenant shall provide Landlord with a detailed written statement of all sums payable by the assignee or subtenant to Tenant so that Landlord can determine the total sums, if any, due from Tenant to Landlord under this Paragraph 13.c.incremental