Common use of Damages Clause in Contracts

Damages. In the event this Lease is terminated under the provisions or any provisions of law by reason of default hereunder on the part of Tenant, Tenant shall pay to Landlord, as damages, at the election of Landlord either: (a) The present value of the entire amount of the Rent which would have become due and payable during the remainder of the Term of this Lease, in which event Tenant agrees to pay the same at once, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of the Rent for the remainder of said Term. Such present value shall be determined utilizing a discount rate of six (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or (b) Sums equal to the Rent which would have been payable by Tenant had this Lease not been so terminated, payable upon the due dates therefore following such termination through the expiration of this Lease. If Landlord at its option shall relet the Premises during said period, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such net rents to be determined by first deducting from the gross rents, as and when received by Landlord, the expenses incurred or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration and preparation of the Premises for new tenants, brokers’ commissions, reasonable attorneys’ fees and all other expenses properly chargeable against the Premises and the rental therefrom. It is hereby understood that any such reletting may be for a period shorter or longer than the remaining Term of this Lease but in no event shall Tenant be entitled to receive any excess of such net rents over the sum payable by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit for the collection of damages pursuant hereto to a credit in respect of any net rents from a reletting, except to the extent that such rents are actually received by Landlord.

Damages. In None of (a) the event termination of this Lease is terminated under pursuant to Section 16.2, (b) the provisions eviction of the Lessee or the repossession of the Leased Property, (c) the failure or inability of the Lessor, notwithstanding reasonable good faith efforts, to relet the Leased Property, (d) the reletting of the Leased Property or (e) the failure of the Lessor to collect or receive any provisions rentals due upon any such reletting, shall relieve the Lessee of law by reason its liability and obligations hereunder, all of default hereunder on which shall survive any such termination, repossession or reletting. In any such event, the part of Tenant, Tenant Lessee shall forthwith pay to Landlordthe Lessor all Rent due and payable with respect to the Leased Property to and including the date of such termination, as damagesrepossession or eviction. Thereafter, the Lessee shall forthwith pay to the Lessor, at the election of Landlord Lessor's option, either: (ai) The present the sum of: (x) all Rent that is due and unpaid at later to occur of termination, repossession or eviction, together with interest thereon at the Overdue Rate to the date of payment, plus (y) the worth (calculated in the manner stated below) of the amount by which the unpaid Rent for the balance of the Term after the later to occur of the termination, repossession or eviction exceeds the fair market rental value of the entire amount Leased Property for the balance of the Term, plus (z) any other amount necessary to compensate the Lessor for all damage proximately caused by the Lessee's failure to perform the Lease Obligations or which in the ordinary course would be likely to result therefrom; or (ii) each payment of Rent which as the same would have become due and payable during if the remainder Lessee's right of possession or other rights under this Lease had not been terminated, or if the Term of this LeaseLessee had not been evicted, in or if the Leased Property had not been repossessed which event Tenant agrees Rent, to pay the same extent permitted by law, shall bear interest at oncethe Overdue Rate from the date when due until the date paid, together with all Rent theretofore dueand the Lessor may enforce, at Landlord’s address as provided herein; provided howeverby action or otherwise, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of the Rent for the remainder of said Term. Such present value shall be determined utilizing a discount rate of six (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition other term or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a), then same There shall be Landlord’s sole remedy credited against the Lessee's obligation under this Clause (ii) amounts actually collected by the Lessor from another tenant to whom the Leased Property may have actually been leased or, if the Lessor is operating the Leased Property for such default; or its own account, the actual net cash flow of the Leased Property. In making the determinations described in subparagraph (bi) Sums equal to above, the "worth" of unpaid Rent which would have been payable by Tenant had this Lease not been so terminated, payable upon the due dates therefore following such termination through the expiration of this Lease. If Landlord at its option shall relet the Premises during said period, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such net rents to be determined by first deducting from a court having jurisdiction thereof using the gross rents, as and when received by Landlord, lowest rate of capitalization (highest present worth) reasonably applicable at the expenses incurred or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration and preparation of the Premises for new tenants, brokers’ commissions, reasonable attorneys’ fees and all other expenses properly chargeable against the Premises and the rental therefrom. It is hereby understood that any such reletting may be for a period shorter or longer than the remaining Term of this Lease but in no event shall Tenant be entitled to receive any excess time of such net rents over the sum payable determination and allowed by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit for the collection of damages pursuant hereto to a credit in respect of any net rents from a reletting, except to the extent that such rents are actually received by Landlordapplicable law.

Damages. In Unless otherwise mutually agreed by the event this Lease is terminated under Parties, and subject to the provisions or any provisions respective indemnity obligations of law by reason of default hereunder on the part of TenantParties set forth in Article 12, Tenant shall pay to Landlord, as all damages, at amounts received in settlement, judgment or other monetary awards recovered in an Enforcement Action with respect to activities of the election Third Party that occurred prior to the effective date of Landlord eithersuch award shall be shared as follows: (a) The present value of the entire amount of the Rent which would have become due first, to reimburse each Party (and payable during the remainder of the Term of this Lease, their respective Third Party licensors or (sub)licensees joined as a party in which event Tenant agrees to pay the same at once, together with such Enforcement Action) for all Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of the Rent for the remainder of said Term. Such present value shall be determined utilizing a discount rate of six (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or (b) Sums equal to the Rent which would have been payable by Tenant had this Lease not been so terminated, payable upon the due dates therefore following such termination through the expiration of this Lease. If Landlord at its option shall relet the Premises during said period, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such net rents to be determined by first deducting from the gross rents, as costs and when received by Landlord, the expenses incurred or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of relettingsuch Party related to such Enforcement Action, including, without limitation, the alteration and preparation of the Premises for new tenants, brokers’ commissions, reasonable attorneys’ fees fees. If such recovery is insufficient to cover all such costs and all other expenses properly chargeable against of both Parties, it shall be shared in proportion to the Premises and the rental therefrom. It is hereby understood that any such reletting may be for a period shorter or longer than the remaining Term of this Lease but in no event shall Tenant be entitled to receive any excess total of such net rents over the sum payable costs and expenses incurred by Tenant to Landlord hereundereach Party (and their respective Third Party licensors or (sub)licensees joined as a party in such Enforcement Action); (b) If, nor after such reimbursement, any funds remain from such damages or other sums recovered, such funds shall Tenant be entitled in any suit for the collection of damages pursuant hereto to a credit in respect of any net rents from a reletting, except divided as follows: (i) if and to the extent awarded as lost sales, the amounts shall go to Licensee in reimbursement for lost sales (net of royalties thereon which shall be paid in accordance with Section 6.4 and subject to Section 6.5) and (ii) if and to the extent not awarded as lost sales, the amounts shall go to Licensee, with Arvinas being paid a royalty thereon at the Valid Claim Licensed Product rate as set forth under Section 6.4. For the avoidance of doubt, if any settlement results in Licensee granting to the alleged infringer a sublicense under the Joint New Intellectual Property, Deliverables New Intellectual Property or other Arvinas Intellectual Property with running royalties payable on post-settlement sales by the alleged infringer, such alleged infringer shall be deemed to be a Sublicensee of Licensee and such royalties on post-settlement sales (x) shall be subject to all applicable royalty obligations hereunder, and (y) shall not be subject to this Section 8.4.5; provided, that any upfront or event payments or the like shall be deemed special damages and subject to Section 8.4.5(b)(ii). In the event the sublicense agreement includes other intellectual property that is not subject of this Agreement, then Licensee shall have the right, in its reasonable discretion, to apportion such rents are actually received by Landlordupfront, event payments and/or royalties pro-rata between such other intellectual property and such Joint New Intellectual Property, Deliverables New Intellectual Property or other Arvinas Intellectual Property.

Damages. In the event (a) If this Lease is terminated under by the provisions Landlord pursuant to subsection 17.2, the Tenant nevertheless shall remain liable for any Rent and damages which may be due or sustained prior to such termination, as well as all reasonable costs, fees and expenses incurred by the Landlord in pursuit of its remedies hereunder, and/or in connection with any provisions bankruptcy proceedings of law by reason of default hereunder on the part of Tenant, Tenant shall pay and/or in connection with renting the Premises to Landlordothers from time to time (all such Rent, as damages, at costs, fees and expenses being referred to herein as “Termination Damages”), plus additional damages for all Rent treated as in arrears (“Liquidated Damages”). At the election of Landlord the Landlord, Termination Damages shall be an amount equal to either: (ai) The present value of the entire amount of the Rent which which, but for the termination of this Lease, would have become due and payable during the remainder of the Term, less the amount or amounts of rent, if any, which the Landlord receives during such period from others to whom the Premises may be rented (other than any additional rent received by the Landlord as a result of any failure of such other person to perform any of its obligations to the Landlord), in which case Termination Damages shall be computed and payable in monthly installments, in advance, on the first business day of each calendar month following the termination of this Lease and shall continue until the date on which the Term would have expired but for such termination, and any action or suit brought to collect any such Termination Damages for any month shall not in any manner prejudice the right of the Landlord to collect any Termination Damages for any subsequent months by similar proceeding; or (ii) the present worth (as of the date of such termination) of the Rent which, but for the termination of this Lease, in which event Tenant agrees to pay the same at once, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of the Rent for would have become due during the remainder of said the Term. Such present , less the fair rental value of the Premises, as determined by an independent real estate appraiser or broker selected by the Landlord, in which case such Termination Damages shall be determined utilizing payable to the Landlord in one lump sum on demand, and shall bear interest at the Default Rate. “Present worth” shall be computed by discounting such amount to present worth at a rate equal to one percentage point above the discount rate of six (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects then in effect at the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; orFederal Reserve Bank. (b) Sums equal Notwithstanding anything to the Rent which would have been payable by Tenant had contrary set forth in this Lease not been so terminatedsubsection 17.3, payable upon if either party commences an action against the due dates therefore following such termination through the expiration other party arising out of or in connection with this Lease. If Landlord at its option shall relet the Premises during said period, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such net rents to be determined by first deducting from the gross rents, as and when received by Landlord, the expenses incurred or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration and preparation of the Premises for new tenants, brokers’ commissions, reasonable attorneys’ fees and all other expenses properly chargeable against the Premises and the rental therefrom. It is hereby understood that any such reletting may be for a period shorter or longer than the remaining Term of this Lease but in no event prevailing party shall Tenant be entitled to receive any excess have and recover from the losing party attorneys’ fees, costs of such net rents over the sum payable by Tenant to Landlord hereundersuit, nor shall Tenant be entitled in any suit for the collection investigation expenses and discovery costs, including costs of damages pursuant hereto to a credit in respect of any net rents from a reletting, except to the extent that such rents are actually received by Landlordappeal.

Damages. In the event that this Lease is terminated under terminated, the provisions or any provisions of law by reason of default hereunder Tenant covenants to pay to the Landlord forthwith on the part of Tenant, Tenant shall pay to Landlord’s demand, as damagescompensation, at an amount (the election Lump Sum Payment) equal to the excess, if any, of Landlord either: (a) The the discounted present value of the entire amount of the Rent which would have become due and payable during total rent reserved for the remainder of the Term of this Lease, in which event Tenant agrees to pay over the same at once, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance then discounted present fair rental value of the Rent Premises for the remainder of said the Term. Such present value In calculating the rent reserved, there shall be determined utilizing a discount rate included, in addition to the Annual Fixed Rent and all Additional Rent, the value of six (6%)all other considerations agreed to be paid or performed by the Tenant over the remainder of the Term. The acceptance of such payment In calculating the amounts to be paid by Landlord shall not constitute a waiver of any failure of the Tenant thereafter occurring to comply with any termunder the foregoing covenant, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a), then same Tenant shall be Landlord’s sole remedy for such default; or (b) Sums equal to the Rent which would have been payable by Tenant had this Lease not been so terminated, payable upon the due dates therefore following such termination through the expiration of this Lease. If Landlord at its option shall relet the Premises during said period, Landlord shall credit Tenant credited with the net rents received proceeds of any rent obtained by Landlord from reletting the Premises, after deducting all the Landlord’s expenses in connection with such reletting, such net rents to be determined by first deducting from the gross rents, as and when received by Landlord, the expenses incurred or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration all repossession costs, brokerage commissions, fees for legal services and preparation expenses of preparing the Premises for new tenantssuch reletting and Landlord shall use commercially reasonable efforts to relet the Premises. The Landlord shall use commercially reasonable efforts to relet the Premises, brokers’ commissionsor any part or parts thereof, for a term or terms which may, at the Landlord’s option, exceed or be equal to or less than the period which would otherwise have constituted the balance of the Term, and may grant such concessions and free rent as the Landlord in its reasonable attorneys’ fees commercial judgment considers advisable or necessary to relet the same and all other expenses properly chargeable against shall make such alterations, repairs and improvements in the Premises and as the rental therefromLandlord in its reasonable commercial judgment considers advisable or necessary to relet the same. It is hereby understood that any such No action of the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting may be for a period shorter shall operate to release or longer than reduce the remaining Term of this Lease but in no event Tenant’s liability except as provided herein. The Landlord shall Tenant be entitled to receive any excess seek to rent other properties of such net rents over the sum payable by Tenant Landlord prior to Landlord hereunder, nor shall Tenant be entitled in any suit for reletting the collection of damages pursuant hereto to a credit in respect of any net rents from a reletting, except to the extent that such rents are actually received by LandlordPremises.

Damages. In (A) Seller shall cause the event this Lease is terminated under Project to achieve the provisions or any provisions Commercial Operation Date by the Guaranteed Commercial Operation Date. If the Commercial Operation Date occurs after the Guaranteed Commercial Operation Date, then Buyer shall be entitled to declare an Event of law Default pursuant to Section 5.1(b)(iii) and draw upon the Project Development Security as liquidated damages for Seller's failure to achieve Commercial Operation by reason of default hereunder on the part of Tenant, Tenant shall pay to Landlord, as damages, at the election of Landlord either: (a) Guaranteed Commercial Operation Date. The present value Parties agree that Buyer’s receipt of the entire full amount of the Rent which Project Development Security shall be Buyer's sole remedy for Seller’s failure to achieve Commercial Operation by the Guaranteed Commercial Operation Date; provided that Buyer shall not be limited from exercising any other remedy provided under the Agreement for any other Event of Default by Seller under the Agreement. (B) Each Party agrees and acknowledges that (I) the damages that Buyer would have become incur due to Seller’s delay in achieving the Commercial Operation Date beyond the Guaranteed Commercial Operation Date would be difficult or impossible to predict with certainty, and payable during (II) the remainder damages in the amount of the Term Project Development Security are an appropriate approximation of this Lease, in which event Tenant agrees such damages. The Parties agree that Buyer’s receipt of such damages for Seller’s failure to pay achieve the same at once, together with all Rent theretofore due, at LandlordGuaranteed Commercial Operation Date shall be construed as Buyer’s address declaration that an Event of Default has occurred under Section 5.1(b)(iii) and shall eliminate Buyer’s right to receive a Termination Payment or any further amounts as damages or otherwise as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment for in advance of Section 5.2 for Seller’s failure to achieve the Rent for the remainder of said TermGuaranteed Commercial Operation Date. Such present value shall be determined utilizing a discount rate of six (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given Nothing in this Section 16.1 (a)2.10(c)(iii) shall limit Buyer’s right to a Termination Payment or any further amounts as damages or otherwise as provided for in Section 5.2 for any other Seller Event of Default, then same shall be Landlord’s sole remedy for such default; or (b) Sums equal to the Rent which would have been payable by Tenant had this Lease not been so terminated, payable upon the due dates therefore following such termination through the expiration of this Lease. If Landlord at its option shall relet the Premises during said period, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such net rents to be determined by first deducting from the gross rents, as and when received by Landlord, the expenses incurred or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration and preparation of the Premises for new tenants, brokers’ commissions, reasonable attorneys’ fees and all other expenses properly chargeable against the Premises and the rental therefrom. It is hereby understood that any such reletting may be for a period shorter or longer than the remaining Term Event of this Lease but Default set forth in no event shall Tenant be entitled to receive any excess of such net rents over the sum payable by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit for the collection of damages pursuant hereto to a credit in respect of any net rents from a reletting, except to the extent that such rents are actually received by LandlordSection 5.1(b)(iii).] [Existing Facilities: Delete

Damages. In If Landlord terminates the event right of Tenant to possession of the Premises without terminating this Lease, such termination of possession shall not release Tenant, in whole or in part, from Tenant's obligation to pay the Rent hereunder for the full stated Term, and Landlord shall have the right to the immediate recovery of all such amounts. Alternatively, at Landlord's option, Landlord shall have the right, from time to time, to recover from Tenant, and Tenant shall remain liable for, all Monthly Base Rent, Expense Adjustment, Electrical Cost and any other sums then due under this Lease is terminated during the period from the date of such notice or termination of possession to the end of the Term. Landlord may file suit from time to time to recover any such sums and no suit or recovery by Landlord of any such sums or portion thereof shall be a defense to any subsequent suit brought for any other sums due under this Lease. Alternatively, if Landlord elects to terminate this Lease, Landlord shall be entitled to recover from Tenant all Monthly Base Rent, Expense Adjustment, and Electrical Cost accrued and unpaid for the provisions or any provisions period up to and including such termination date, as well as all other additional sums payable by Tenant hereunder. In addition, Landlord shall be entitled to recover, as damages for loss of law by reason the benefit of default hereunder on its bargain and not as a penalty, the part sum of Tenant, Tenant shall pay (x) the unamortized cost to Landlord, as damagescomputed and determined in accordance with generally accepted accounting principles, of any tenant improvements provided by Landlord at its expense, (y) the aggregate sum which at the election time of Landlord either: (a) The such termination represents the excess, if any, of the present value of the entire amount of the Rent which would have become due aggregate Monthly Base Rent, Expense Adjustment, and payable during Electrical Cost (as reasonably estimated by Landlord) for the remainder of the Term of this Lease, in which event Tenant agrees to pay over the same at once, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance then present value of the Rent then aggregate fair rental value of the Premises for the remainder balance of said the Term. Such , immediately prior to such termination, such present value shall worth to be determined utilizing computed in each case on the basis of a discount rate of six percent (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects ) per annum discount from the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or (b) Sums equal to the Rent respective dates upon which rentals would have been payable by Tenant hereunder had this Lease the Term not been so terminated, payable upon the due dates therefore following such termination through the expiration of this Lease. If Landlord at its option shall relet the Premises during said periodand (z) any damages in addition thereto, including reasonable attorney's fees and court costs, which Landlord shall credit Tenant with the net rents received have sustained by Landlord from such reletting, such net rents to be determined by first deducting from the gross rents, as and when received by Landlord, the expenses incurred or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration and preparation reason of the Premises for new tenants, brokers’ commissions, reasonable attorneys’ fees and all other expenses properly chargeable against breach of any of the Premises and the rental therefrom. It is hereby understood that any such reletting may be for a period shorter or longer than the remaining Term covenants of this Lease but in no event shall Tenant be entitled to receive any excess of such net rents over the sum payable by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit other than for the collection payment of damages pursuant hereto to a credit in respect of any net rents from a reletting, except to the extent that such rents are actually received by LandlordRent.

Damages. In the event a) If this Lease is terminated and the demised term shall expire and come to an end by or under the provisions any summary proceeding, or any provisions other action or proceeding or if landlord shall re-enter the demised premises, by or under any summary proceedings or any other action or proceeding, then, in any of law by reason of default hereunder on the part of Tenant, said events: (i) Tenant shall pay to Landlordlandlord all rent, additional rent and other charges payable under this Lease by tenant to landlord to the date upon which this Lease and the demised term shall have expired and come to an end or to the date of re-entry upon the demised premises by landlord, as the case may be; and (ii) Tenant shall also be liable for and shall pay to landlord, as damages, at any deficiency (referred to as "Deficiency") between the election of Landlord either: (a) The present value rent and additional rent reserved in this Lease for the period which otherwise would have constituted the unexpired portion of the entire amount demised terms and the net amount, if any, of the Rent which would have become due and payable during the remainder of the Term of this Lease, in which event Tenant agrees to pay the same at once, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment shall not constitute a penalty rents collected under any reletting effected or forfeiture or liquidated damages, but shall merely constitute payment in advance of the Rent for the remainder of said Term. Such present value shall be determined utilizing a discount rate of six (6%). The acceptance any part of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 period (a), then same shall be Landlord’s sole remedy for such default; or (b) Sums equal to the Rent which would have been payable by Tenant had this Lease not been so terminated, payable upon the due dates therefore following such termination through the expiration of this Lease. If Landlord at its option shall relet the Premises during said period, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such net rents to be determined by first deducting from the gross rentsrents collected under any such reletting of all landlord's expenses in connection with the termination of this Lease or landlord's re-entry upon the demised premises and with such reletting including, but not limited to, all repossession costs, brokerage commissions, legal expenses, attorney's fees, alteration costs and other expenses of preparing shall be paid in monthly installments by tenant on the days specified in this Lease for payment of installments of rent. Landlord shall be entitled to recover from tenant each monthly deficiency as the same shall arise, and no suit to collect the amount of the deficiency for any month shall prejudice landlord's rights to collect the deficiency for any subsequent month by a similar proceeding; and (iii) At any time after the demised term shall have expired and come to an end or landlord shall have re-entered upon the demised premises, as the case may be, whether or not landlord shall have collected any monthly deficiencies as aforesaid, landlord shall be entitled to recover from tenant, and tenant shall pay to landlord, on demand, as and when received for liquidated and agreed final damages, a sum equal to the amount by Landlordwhich the rent and additional rent reserved in this Lease for the period of the demised term, or any part thereof, the amount of rent reserved upon such reletting shall be deemed, prima facie, to be the fair and reasonable rental value for the part or the whole of demised premises so relet during the term of the reletting. b) If the demised premises, or any part thereof, shall be relet together with other space in the building, the rents collected or reserved under any such reletting and the expenses incurred of any such reletting shall be equitably apportioned for the purposes of this article. Tenant shall in no event be entitled to any rents collected or paid by Landlord payable under any reletting, whether or not such rents shall exceed the rent reserved in terminating this Lease. Solely for the purposes of this Article, the term "rent" shall mean the rent in effect immediately prior to the date upon which this Lease and in securing possession thereofthe demised term shall have expired and come to an end, or the date of re-entry upon the demised premises by landlord, as well as the expenses of relettingcase may be, including, without limitation, plus any additional rent payable immediately preceding such event. Nothing contained in this Lease shall be deemed to limit or preclude the alteration and preparation recovery by landlord from tenant of the Premises for new tenantsmaximum amount allowed to be obtained as damages by any statute or rule of law, brokers’ commissions, reasonable attorneys’ fees and all other expenses properly chargeable against the Premises and the rental therefrom. It is hereby understood that or of any such reletting sums or damages to which landlord may be for a period shorter or longer than the remaining Term of this Lease but in no event shall Tenant be entitled to receive any excess of such net rents over the sum payable by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit for the collection of damages pursuant hereto to a credit in respect of any net rents from a reletting, except to the extent that such rents are actually received by Landlordentitled.

Damages. In None of (i) the event termination of this Lease is terminated under Master Lease, (ii) the provisions repossession of the Leased Property (including any Capital Improvements to any Facility), (iii) the failure of Landlord to relet the Leased Property or any provisions portion thereof, (iv) the reletting of law by reason all or any portion of default hereunder on the part Leased Property, or (v) the inability of Landlord to collect or receive any rentals due upon any such reletting, shall relieve Tenant of its liabilities and obligations hereunder, all of which shall survive any such termination, repossession or reletting. Landlord and Tenant agree that Landlord shall have no obligation to mitigate Landlord’s damages under this Master Xxxxx. If any such termination of this Master Lease occurs (whether or not Landlord terminates Tenant’s right to possession of the Leased Property), Tenant shall forthwith pay to Landlord all Rent due and payable under this Master Lease to and including the date of such termination. Thereafter: Tenant shall forthwith pay to Landlord, at Landlord’s option, as damagesand for liquidated and agreed current damages for the occurrence of an Event of Default, at the election of Landlord either: (aA) The present value the sum of: (i) the worth at the time of award of the entire amount unpaid Rent which had been earned at the time of termination to the extent not previously paid by Tenant under this Section 16.3; (ii) the worth at the time of award of the amount by which the unpaid Rent which would have become due been earned after termination until the time of award exceeds the amount of such rental loss that Tenant proves could have been reasonably avoided; (iii) the worth at the time of award of the amount by which the unpaid Rent for the balance of the Term after the time of award exceeds the amount of such rental loss that Tenant proves could be reasonably avoided; plus (iv) any other amount necessary to compensate Landlord for all the detriment proximately caused by Xxxxxx’s failure to perform its obligations under this Master Lease or which in the ordinary course of things would be likely to result therefrom. As used in clauses (i) and (ii) above, the “worth at the time of award” shall be computed by allowing interest at the Overdue Rate. As used in clause (iii) above, the “worth at the time of award” shall be computed by discounting such amount at the discount rate of the Federal Reserve Bank of New York at the time of award plus one percent (1%) and reducing such amount by the portion of the unpaid Rent that Xxxxxx proves could be reasonably avoided. For purposes of determining the worth at the time of the award, Percentage Rent that would have been payable during for the remainder of the Term shall be deemed to be the greater of this Lease, in which event Tenant agrees to pay (y) the same at once, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of the Percentage Rent for the remainder then current Lease Year or, if not determinable, the immediately preceding Lease Year; and (z) such other amount as Landlord shall demonstrate could reasonably have been earned (assuming Net Revenues will have not been impacted by any of said Term. Such present value shall be determined utilizing a discount rate the conditions that contributed to the Event of six (6%Default). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or (bB) Sums equal if Landlord chooses not to the Rent which would have been payable by Tenant had this Lease not been so terminated, payable upon the due dates therefore following such termination through the expiration of this Lease. If Landlord at its option shall relet the Premises during said period, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such net rents terminate Tenant’s right to be determined by first deducting from the gross rents, as and when received by Landlord, the expenses incurred or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration and preparation of the Premises for new tenantsLeased Property (whether or not Landlord terminates the Master Lease), brokers’ commissions, reasonable attorneys’ fees each installment of said Rent and all other expenses properly chargeable against the Premises and the rental therefrom. It is hereby understood that any such reletting may be for a period shorter or longer than the remaining Term of this Lease but in no event shall Tenant be entitled to receive any excess of such net rents over the sum sums payable by Tenant to Landlord hereunderunder this Master Lease as the same becomes due and payable, nor shall Tenant be entitled in together with interest at the Overdue Rate from the date when due until paid, and Landlord may enforce, by action or otherwise, any suit for other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate Xxxxxx’s right to possession of the collection of Leased Property and seek damages pursuant hereto to a credit in respect of any net rents from a relettingunder subparagraph (A) hereof, except to the extent that such rents are actually received not already paid for by LandlordTenant under this subparagraph (B)).

Damages. In None of (i) the event termination of this Lease is terminated under Master Lease, (ii) the provisions repossession of the Demised Premises, (iii) the failure of Landlord to relet the Demised Premises or any provisions portion thereof, (iv) the reletting of law by reason all or any portion of default hereunder on the part Demised Premises, or (v) the inability of Landlord to collect or receive any rentals due upon any such reletting, shall relieve Tenant of its liabilities and obligations hereunder, all of which shall survive any such termination, repossession or reletting. Landlord and Tenant agree that Landlord shall have no obligation to mitigate Landlord’s damages under this Master Lease except if, and to the extent, required under applicable law. If any such termination of this Master Lease occurs (whether or not Landlord terminates Tenant’s right to possession of the Demised Premises), Tenant shall forthwith pay to Landlord all Rent due and payable under this Master Lease, to and including the date of such termination. Thereafter Tenant shall forthwith pay to Landlord, at Landlord’s option, as damagesand for liquidated and agreed upon current damages for the occurrence of an Event of Default, at the election of Landlord either: (a) The present value the sum of: (i) the worth at the time of award of the entire unpaid Base Rent which had been earned at the time of termination to the extent not previously paid by Tenant under this Section 13.3; plus (ii) the worth at the time of award of the amount of the unpaid Base Rent which would have become due and payable during been earned after termination until the remainder time of award; plus (iii) the worth at the time of award of the amount of the unpaid Base Rent for the balance of the Term after the time of award; plus (iv) any other amount necessary to compensate Landlord for the detriment proximately caused by Tenant’s failure to perform its obligations under this LeaseMaster Lease or which in the ordinary course of business might result therefrom, in including all unpaid Additional Charges at the time of Termination and all Additional Charges which event Tenant agrees to pay might have accrued for the same at oncebalance of the Term, together with and all Rent theretofore duereasonable costs and expenses of reletting the Demised Premises, at Landlord’s address as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damagesincluding, but shall merely constitute payment in advance of the Rent not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary to secure new tenants for the remainder Demised Premises. As used in the foregoing clauses (i), (ii) and (iii), the “worth at the time of said Term. Such present value award” shall be determined utilizing a computed by allowing interest at the Overdue Rate from the date when due to the date paid. As used in Section 13.3(a)(iii), the “worth at the time of award” shall be computed by discounting such amount at the discount rate of six the Federal Reserve Bank of New York at the time of award plus one percent (61%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or (b) Sums equal regardless of whether Landlord chooses to the Rent which would have been payable by Tenant had this Lease not been so terminated, payable upon the due dates therefore following such termination through the expiration of this Lease. If Landlord at its option shall relet the Premises during said period, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such net rents terminate Tenant’s right to be determined by first deducting from the gross rents, as and when received by Landlord, the expenses incurred or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration and preparation of the Demised Premises for new tenants(whether or not Landlord terminates the Master Lease), brokers’ commissions, reasonable attorneys’ fees each installment of said Rent and all other expenses properly chargeable against the Premises and the rental therefrom. It is hereby understood that any such reletting may be for a period shorter or longer than the remaining Term of this Lease but in no event shall Tenant be entitled to receive any excess of such net rents over the sum sums payable by Tenant to Landlord hereunderunder this Master Lease as the same becomes due and payable, nor shall Tenant be entitled in together with interest at the Overdue Rate from the date when due until paid, and Landlord may enforce, by action or otherwise, any suit for other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the collection of Demised Premises and seek damages pursuant hereto to a credit in respect of any net rents from a relettingunder subparagraph (a) hereof, except to the extent that such rents are actually received not already paid for by LandlordTenant under this subparagraph (b).

Damages. In None of (i) the event termination of this Lease is terminated under Master Lease, (ii) the provisions repossession of the Leased Property (including any Capital Improvements to any Facility), (iii) the failure of Landlord to relet the Leased Property or any provisions portion thereof, (iv) the reletting of law by reason all or any portion of default hereunder on the part Leased Property, or (v) the inability of Landlord to collect or receive any rentals due upon any such reletting, shall relieve Tenant of its liabilities and obligations hereunder, all of which shall survive any such termination, repossession or reletting. Landlord and Tenant agree that Landlord shall have no obligation to mitigate Landlord’s damages under this Master Lease. If any such termination of this Master Lease occurs (whether or not Landlord terminates Tenant’s right to possession of the Leased Property), Tenant shall forthwith pay to Landlord all Rent due and payable under this Master Lease to and including the date of such termination. Thereafter: Tenant shall forthwith pay to Landlord, at Landlord’s option, as damagesand for liquidated and agreed current damages for the occurrence of an Event of Default, at the election of Landlord either: (aA) The present value the sum of: (i) the worth at the time of award of the entire amount unpaid Rent which had been earned at the time of termination to the extent not previously paid by Tenant under this Section 16.3; (ii) the worth at the time of award of the amount by which the unpaid Rent which would have become due been earned after termination until the time of award exceeds the amount of such rental loss that Tenant proves could have been reasonably avoided; (iii) the worth at the time of award of the amount by which the unpaid Rent for the balance of the Term after the time of award exceeds the amount of such rental loss that Tenant proves could be reasonably avoided; plus (iv) any other amount necessary to compensate Landlord for all the detriment proximately caused by Tenant’s failure to perform its obligations under this Master Lease or which in the ordinary course of things would be likely to result therefrom. As used in clauses (i) and (ii) above, the “worth at the time of award” shall be computed by allowing interest at the Overdue Rate. As used in clause (iii) above, the “worth at the time of award” shall be computed by discounting such amount at the discount rate of the Federal Reserve Bank of New York at the time of award plus one percent (1%) and reducing such amount by the portion of the unpaid Rent that Tenant proves could be reasonably avoided. For purposes of determining the worth at the time of the award, Percentage Rent that would have been payable during for the remainder of the Term shall be deemed to be the greater of this Lease, in which event Tenant agrees to pay (y) the same at once, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of the Percentage Rent for the remainder then current Lease Year or, if not determinable, the immediately preceding Lease Year; and (z) such other amount as Landlord shall demonstrate could reasonably have been earned (assuming Net Revenues will have not been impacted by any of said Term. Such present value shall be determined utilizing a discount rate the conditions that contributed to the Event of six (6%Default). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or (bB) Sums equal if Landlord chooses not to the Rent which would have been payable by Tenant had this Lease not been so terminated, payable upon the due dates therefore following such termination through the expiration of this Lease. If Landlord at its option shall relet the Premises during said period, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such net rents terminate Tenant’s right to be determined by first deducting from the gross rents, as and when received by Landlord, the expenses incurred or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration and preparation of the Premises for new tenantsLeased Property (whether or not Landlord terminates the Master Lease), brokers’ commissions, reasonable attorneys’ fees each installment of said Rent and all other expenses properly chargeable against the Premises and the rental therefrom. It is hereby understood that any such reletting may be for a period shorter or longer than the remaining Term of this Lease but in no event shall Tenant be entitled to receive any excess of such net rents over the sum sums payable by Tenant to Landlord hereunderunder this Master Lease as the same becomes due and payable, nor shall Tenant be entitled in together with interest at the Overdue Rate from the date when due until paid, and Landlord may enforce, by action or otherwise, any suit for other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the collection of Leased Property and seek damages pursuant hereto to a credit in respect of any net rents from a relettingunder subparagraph (A) hereof, except to the extent that such rents are actually received not already paid for by LandlordTenant under this subparagraph (B)).

Damages. Neither (i) the termination of this Lease pursuant to Section 16.1, (ii) the repossession of the Leased Property; (iii) the failure of Lessor, notwithstanding reasonable good faith efforts, to relet the Leased Property; nor (iv) the reletting of all or any portion thereof, shall relieve Lessee of its liability and obligations hereunder, all of which shall survive any such termination, repossession or reletting (except for proceeds received on subletting). In the event this Lease is terminated under the provisions or of any provisions of law by reason of default hereunder on the part of Tenantsuch termination, Tenant Lessee shall forthwith pay to Landlord, as damages, at Lessor all Rent due and payable with respect to the election Leased Property to and including the date of Landlord either:such termination. (a) The present value Lessor shall not be deemed to have terminated this Lease unless Lessor delivers written Notice to Lessee of such election. If Lessor voluntarily elects to terminate this Lease upon an Event of Default, then in addition to all remedies available to Lessor, Lessor may recover the sum of: (i) the worth at the time of award of the entire amount unpaid Rent which had been earned at the time of termination; (ii) the worth at the time of award of the Rent amount by which would have become due and payable during the remainder of the Term of this Lease, in which event Tenant agrees to pay the same at once, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of the Rent for the remainder of said Term. Such present value shall be determined utilizing a discount rate of six (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or (b) Sums equal to the unpaid Rent which would have been payable earned after termination until the time of award exceeds the amount of such rental loss that Lessee proves could have been reasonably avoided; (iii) the worth at the time of award of the amount by Tenant had which the unpaid Rent for the balance of the Term after the time of award exceeds the amount of such rental loss that Lessee proves could be reasonably avoided; and (iv) any other amount necessary to compensate Lessor for all the detriment proximately caused by Lessee's failure to perform its obligations under this Lease not been so terminated, payable upon or which in the due dates therefore following such termination through ordinary course of things would be likely to result therefrom. The "worth at the expiration time of this Lease. If Landlord at its option shall relet the Premises during said period, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such net rents to be determined by first deducting from the gross rents, as and when received by Landlord, the expenses incurred or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration and preparation award" of the Premises for new tenants, brokers’ commissions, reasonable attorneys’ fees amounts referred to in subparagraphs (i) and all other expenses properly chargeable against (ii) above is computed by allowing interest at the Premises and Overdue Rate. The worth at the rental therefrom. It time of award of the amount referred to in subparagraph (iii) is hereby understood that any computed by discounting such reletting may be for a period shorter or longer than amount at the remaining Term discount rate of this Lease but in no event shall Tenant be entitled to receive any excess the Federal Reserve Bank of such net rents over San Francisco at the sum payable by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit for the collection time of damages pursuant hereto to a credit in respect of any net rents from a reletting, except to the extent that such rents are actually received by Landlordaward plus one percent (1%).

Damages. Neither (i) the termination of this Lease pursuant to Section 16.1; (ii) the repossession of the Leased Property; (iii) the failure of Lessor, notwithstanding reasonable good faith efforts, to relet the Leased Property; nor (iv) the reletting of all or any portion thereof, shall relieve Lessee of its liability and obligations hereunder, all of which shall survive any such termination, repossession or reletting (except for proceeds received on subletting). In the event this Lease is terminated under the provisions or of any provisions of law by reason of default hereunder on the part of Tenantsuch termination, Tenant Lessee shall forthwith pay to Landlord, as damages, at Lessor all Rent due and payable with respect to the election Leased Property to and including the date of Landlord either:such termination. (a) The present value Lessor shall not be deemed to have terminated this Lease unless Lessor delivers written Notice to Lessee of such election. If Lessee voluntarily elects to terminate this Lease upon an Event of Default, then in addition to all remedies available to Lessor, Lessor may recover the sum of: (i) the worth at the time of award of the entire amount unpaid Rent which had been earned at the time of termination; (ii) the worth at the time of award of the Rent amount by which would have become due and payable during the remainder of the Term of this Lease, in which event Tenant agrees to pay the same at once, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of the Rent for the remainder of said Term. Such present value shall be determined utilizing a discount rate of six (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or (b) Sums equal to the unpaid Rent which would have been payable earned after termination until the time of award exceeds the amount of such rental loss that Lessee proves could have been reasonably avoided; (iii) the worth at the time of award of the amount by Tenant had which the unpaid Rent for the balance of the Term after the time of award exceeds the amount of such rental loss that Lessee proves could be reasonably avoided; and (iv) any other amount necessary to compensate Lessor for all the detriment proximately caused by Lessee's failure to perform its obligations under this Lease not been so terminated, payable upon or which in the due dates therefore following such termination through ordinary course of things would be likely to result therefrom. The "worth at the expiration time of this Lease. If Landlord at its option shall relet the Premises during said period, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such net rents to be determined by first deducting from the gross rents, as and when received by Landlord, the expenses incurred or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration and preparation award" of the Premises for new tenants, brokers’ commissions, reasonable attorneys’ fees amounts referred to in subparagraphs (i) and all other expenses properly chargeable against (ii) above is computed by allowing interest at the Premises and Overdue Rate. The worth at the rental therefrom. It time of award of the amount referred to in subparagraph (iii) is hereby understood that any computed by discounting such reletting may be for a period shorter or longer than amount at the remaining Term discount rate of this Lease but in no event shall Tenant be entitled to receive any excess the Federal Reserve Bank of such net rents over Kansas City at the sum payable by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit for the collection time of damages pursuant hereto to a credit in respect of any net rents from a reletting, except to the extent that such rents are actually received by Landlordaward plus one percent (1%).

Damages. (a) In the event that this Lease is terminated under any of the provisions contained in Section 7.1 or shall be otherwise terminated for breach of any provisions of law by reason of default hereunder on the part obligation of Tenant, Tenant shall covenants to pay forthwith to Landlord, as damagescompensation, at the election excess of Landlord either: (a) The present the total rent reserved for the residue of the Term over the rental value of the entire amount Premises for said residue of the Rent which would have become due and payable during Term. In calculating the remainder of the Term of this Leaserent reserved there shall be included, in which event addition to the Base Rent and all additional rent, the value of all other considerations agreed to be paid or performed by Tenant agrees for said residue. Tenant further covenants as an additional and cumulative obligation after any such termination to pay punctually to Landlord all the sums and perform all the obligations which Tenant covenants in this Lease to pay and to perform in the same manner and to the same extent and at once, together with all Rent theretofore due, at Landlord’s address the same time as provided herein; provided however, that such payment shall if this Lease had not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of been terminated. In calculating the Rent for amounts to be paid by Tenant under the remainder of said Term. Such present value immediately preceding covenant Tenant shall be determined utilizing a discount rate of six (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply credited with any term, provision, condition or covenant of this Lease. IF amount paid to Landlord elects the remedy given as compensation as in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or (b) Sums equal to the Rent which would have been payable by Tenant had this Lease not been so terminated, payable upon the due dates therefore following such termination through the expiration of this Lease. If Landlord at its option shall relet the Premises during said period, Landlord shall credit Tenant 7.2 provided and also with the net rents received proceeds of any rent obtained by Landlord from by reletting the Premises, after deducting all Landlord’s reasonable expenses in connection with such reletting, such net rents to be determined by first deducting from the gross rents, as and when received by Landlord, the expenses incurred or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration all repossession costs, brokerage commissions, fees for legal services and preparation expenses of preparing the Premises for new tenantssuch reletting, brokers’ commissions, reasonable attorneys’ fees and all other expenses properly chargeable against it being agreed by Tenant that Landlord may (i) relet the Premises or any part or parts thereof, for a term or terms which may at Landlord’s option be equal to or less than or exceed the period which would otherwise have constituted the balance of the Term and may grant such concessions and free rent as Landlord in its sole judgment considers advisable or necessary to relet the rental therefrom. It same, and (ii) make such alterations, repairs and decorations in the Premises as Landlord in its sole judgment considers advisable or necessary to relet the same, and no action of Landlord in accordance with the foregoing or failure to relet or to collect rent under reletting shall operate or be construed to release or reduce Tenant’s liability as aforesaid, (b) In lieu of any other damages or indemnity and in lieu of full recovery by Landlord of all sums payable under all the foregoing provisions of this Section 7.2, Landlord may by written notice to Tenant, at any time after this Lease is hereby understood that terminated under any of the provisions contained in Section 7.1 or is otherwise terminated for breach of any obligation of Tenant and before such reletting full recovery, elect to recover, and Tenant shall thereupon pay, as liquidated damages, an amount equal to the aggregate of the Base Rent and additional rent accrued under Sections 3.1 and 3.2 in the 12 months ended next prior to such termination plus the amount of Base Rent and additional rent of any kind accrued and unpaid at the time of termination and less the amount of any recovery by Landlord under the foregoing provision of this Section 7.2 up to the time of payment of such liquidated damages. (c) Nothing contained in this Lease shall limit or prejudice the right of Landlord to prove for and obtain in proceedings for bankruptcy or insolvency by reason of the termination of this Lease, an amount equal to the maximum allowed by any statute or rule of law in effect at the time when, and governing the proceedings in which, the damages are to be provided, whether or not the amount be greater, equal to, or less than the amount of the loss or damages referred to above. (d) Landlord’s remedies under this Lease are cumulative and not exclusive of any other remedies to which Landlord may be for a period shorter entitled in case of Tenant’s breach or longer than the remaining Term threatened breach of this Lease but in no event Lease. Landlord shall Tenant be entitled to receive the remedies of injunction and specific performance with respect to any excess of such net rents over the sum payable by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit for the collection of damages pursuant hereto to a credit in respect of any net rents from a reletting, except to the extent that such rents are actually received by Landlordbreach.

Damages. None of (a) the termination of this Lease pursuant to Section 16.1 hereof, (b) the repossession of any Leased Property, (c) the failure of Landlord to relet any Leased Property, (d) the reletting of all or any portion thereof or (e) the failure of Landlord to collect or receive any rentals due upon any reletting shall relieve Tenant of its liability and obligations hereunder, all of which shall survive such termination, repossession or reletting. In the event this Lease is terminated under the provisions or of any provisions of law by reason of default hereunder on the part of Tenanttermination, Tenant shall forthwith pay to Landlord all Rent due and payable with respect to the Leased Properties to and including the date of the termination. At Landlord's option, as and for liquidated and agreed current damages for Tenant's default, Tenant shall also forthwith pay to Landlord, as damages, at the election of Landlord either: (ai) The present value the sum of: (A) the Worth at the Time of the entire amount Award of the amount by which the unpaid Rent which would have become due and payable during been earned after termination until the remainder time of the award exceeds the aggregate Rental Value of the Leased Properties for such period, and (B) the Worth at the Time of the Award of the amount by which the unpaid Rent for the balance of the Term after the time of the award exceeds the aggregate Rental Value of the Leased Properties for such period, and (C) any other amount necessary to compensate Landlord for all the damage proximately caused by Tenant's failure to perform its obligations under this LeaseLease or which in the ordinary course would be likely to result therefrom; or (ii) without termination of Tenant's right to possession of the respective Leased Properties, in which event Tenant agrees to pay the same at once, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance each installment of the Rent for and other sums payable by Tenant to Landlord under this Lease as the remainder of said Term. Such present value same becomes due and payable, which Rent and other sums shall be determined utilizing a discount rate of six (6%). The acceptance of such payment bear interest at the Overdue Rate from the date when due until paid, and Landlord may enforce, by Landlord shall not constitute a waiver of action or otherwise, any failure of Tenant thereafter occurring to comply with any term, provision, condition other term or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or (b) Sums equal to the Rent which would have been payable by Tenant had this Lease not been so terminated, payable upon the due dates therefore following such termination through the expiration of this Lease. If Landlord at its option shall relet the Premises during said period, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such net rents to be determined by first deducting from the gross rents, as and when received by Landlord, the expenses incurred or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration and preparation of the Premises for new tenants, brokers’ commissions, reasonable attorneys’ fees and all other expenses properly chargeable against the Premises and the rental therefrom. It is hereby understood that any such reletting may be for a period shorter or longer than the remaining Term of this Lease but in no event shall Tenant be entitled to receive any excess of such net rents over the sum payable by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit for the collection of damages pursuant hereto to a credit in respect of any net rents from a reletting, except to the extent that such rents are actually received by Landlord.

Damages. In If Landlord terminates the event right of Tenant to possession of the Premises without terminating this Lease, such termination of possession shall not release Tenant, in whole or in part, from Tenant’s obligation to pay the Rent hereunder for the full stated Term, and Landlord shall have the right to the immediate recovery of all such amounts. Alternatively, at Landlord’s option, Landlord shall have the right, from time to time, to recover from Tenant, and Tenant shall remain liable for, all Base Rent and Adjustments and any other sums then due under this Lease is terminated during the period from the date of such notice or termination of possession to the end of the Term. Landlord may file suit from time to time to recover any such sums and no suit or recovery by Landlord of any such sums or portion thereof shall be a defense to any subsequent suit brought for any other sums due under this Lease. Alternatively, if Landlord elects to terminate this Lease, Landlord shall be entitled to recover from Tenant all Base Rent and Adjustments accrued and unpaid for the provisions or any provisions period up to and including such termination date, as well as all other additional sums payable by Tenant hereunder. In addition, Landlord shall be entitled to recover, as damages for loss of law by reason the benefit of default hereunder on its bargain and not as a penalty, the part sum of Tenant, Tenant shall pay (x) the unamortized cost to Landlord, as damagescomputed and determined in accordance with generally accepted accounting principles, of any tenant improvements provided by Landlord at its expense, (y) the aggregate sum which at the election time of Landlord either: (a) The such termination represents the excess, if any, or the present value of the entire amount of the aggregate Base Rent which would have become due and payable during Adjustments (as reasonably estimated by Landlord) for the remainder of the Term of this Lease, in which event Tenant agrees to pay over the same at once, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance then present value of the Rent then aggregate fair rental value of the Premises for the remainder balance of said the Term. Such , immediately prior to such termination, such present value shall worth to be determined utilizing computed in each case on the basis of a discount rate of six percent (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects ) per annum discount from the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or (b) Sums equal to the Rent respective dates upon which rentals would have been payable by Tenant hereunder had this Lease the Term not been so terminated, payable upon the due dates therefore following such termination through the expiration of this Lease. If Landlord at its option shall relet the Premises during said periodand (z) any damages in addition thereto, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such net rents to be determined by first deducting from the gross rents, as and when received by Landlord, the expenses incurred or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration and preparation of the Premises for new tenants, brokers’ commissions, including reasonable attorneys’ fees and all other expenses properly chargeable against court costs, which Landlord shall have sustained by reason of the Premises and breach of any of the rental therefrom. It is hereby understood that any such reletting may be for a period shorter or longer than the remaining Term covenants of this Lease but in no event shall Tenant be entitled to receive any excess of such net rents over the sum payable by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit other than for the collection payment of damages pursuant hereto to a credit in respect of any net rents from a reletting, except to the extent that such rents are actually received by LandlordRent.

Damages. In the event If this Lease is terminated under the provisions or any provisions of law by reason of default hereunder on the part of TenantLandlord pursuant to Section 20, Tenant shall, nevertheless, remain liable for all rent and damages which may be due or sustained prior to such termination, and all reasonable costs, fees and expenses including, but not limited to, reasonable attorneys' fees, costs and expenses incurred by Landlord in pursuit of its remedies hereunder, or in renting the Premises to others from time to time and additional damages (the "Liquidated Damages"), which shall pay be an amount equal to Landlordthe total rent which, as damagesbut for termination of this Lease, at the election of Landlord either: (a) The present value of the entire amount of the Rent which would have become due and payable during the remainder of the Term Term, less the amount of this Leaserent, in if any, which event Tenant agrees Landlord shall receive during such period from others to pay whom the same at once, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of the Rent for the remainder of said Term. Such present value shall Premises may be determined utilizing a discount rate of six rented (6%). The acceptance of such payment other than any additional rent received by Landlord shall not constitute as a waiver result of any failure of Tenant thereafter occurring such other person to comply with perform any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (aits obligations to Landlord), then same in which case such Liquidated Damages shall be Landlord’s sole remedy computed and payable in monthly installments, in advance on the first day of each calendar month following termination of the Lease and continuing until the date on which the Lease Term would have expired but for such default; or (b) Sums equal termination, and any suit or action brought to collect any such Liquidated Damages for any month shall not in any manner prejudice the Rent which would have been payable right of Landlord to collect any Liquidated Damages for any subsequent month by Tenant had a similar proceeding. If this Lease not been so terminatedis terminated pursuant to Section 20, payable upon the due dates therefore following such termination through the expiration of this Lease. If Landlord at its option shall may relet the Premises during said periodor any part thereof, alone or together with other premises, for such term(s) which may be greater or less than the period which otherwise would have constituted the balance of the Term and on such terms and conditions (which may include concessions, free rent and/or alterations of the Premises) as are appropriate to the real estate market (of which the Building is a part) at the time of such re-letting, but Landlord shall credit Tenant with the net rents received not be liable for, nor shall Tenant's obligations hereunder be diminished by reason of, any failure by Landlord from to relet the Premises or any failure by Landlord to collect any rent due upon such reletting, such net rents unless Landlord fails to be determined by first deducting from use reasonable efforts to re-let the gross rents, as and when received by Landlord, the expenses incurred or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration and preparation of the Premises for new tenants, brokers’ commissions, reasonable attorneys’ fees and all other expenses properly chargeable against the Premises and the rental therefrom. It is hereby understood that any such reletting may be for a period shorter or longer than the remaining Term of this Lease but in no event shall Tenant be entitled to receive any excess of such net rents over the sum payable by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit for the collection of damages pursuant hereto to a credit in respect of any net rents from a reletting, except to the extent that such rents are actually received by LandlordPremises.

Damages. In the event that this Lease is terminated under terminated, the provisions or any provisions of law by reason of default hereunder on the part of Tenant, Tenant shall covenants to pay to the Landlord punctually all the sums (“Periodic Payments”) and perform all the obligations which the Tenant covenants in this Lease to pay and to perform in the same manner and to the same extent and at the same time as if this Lease had not been terminated, and all of the Landlord’s expenses in connection with reletting the Premises including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting. However, the Landlord may elect, at any time, to demand in lieu of any further obligations to make Periodic Payments, and payments on account of the Landlord’s reletting costs thereafter accruing, as damagescompensation, at an amount (the election “Lump Sum Payment”) equal to the excess, if any, of Landlord either: (a) The the discounted present value of the entire amount total rent reserved for the then remainder of the Term over the then discounted present fair rental value of the Premises for the then remainder of the Term. The discount rate for calculating such sum shall be the then current rate of United States Treasury securities having a maturity date as close as possible to the end of the Term (had the Lease not been terminated). In calculating the rent reserved, there shall be included, in addition to the Annual Fixed Rent which would have become due and payable during all Additional Rent, the value of all other considerations agreed to be paid or performed by the Tenant over the remainder of the Term of this Lease, in which event Tenant agrees to pay the same at once, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of the Rent for the remainder of said Term. Such present value In calculating the Periodic Payments to be made by the Tenant under the foregoing covenant, the Tenant shall be determined utilizing a discount rate of six (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or (b) Sums equal to the Rent which would have been payable by Tenant had this Lease not been so terminated, payable upon the due dates therefore following such termination through the expiration of this Lease. If Landlord at its option shall relet the Premises during said period, Landlord shall credit Tenant credited with the net rents received proceeds of any rent obtained by Landlord from reletting the Premises, after deducting all the Landlord’s expenses in connection with such reletting, such net rents to be determined by first deducting from the gross rents, as and when received by Landlord, the expenses incurred or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration all repossession costs, brokerage commissions, fees for legal services and preparation expenses of preparing the Premises for new tenantssuch reletting. The Landlord may (i) relet the Premises, brokers’ commissionsor any part or parts thereof, for a term or terms which may, at the Landlord’s option, exceed or be equal to or less than the period which would otherwise have constituted the balance of the Term, and may grant such concessions and free rent as the Landlord in its reasonable attorneys’ fees commercial judgment considers advisable or necessary to relet the same and all other expenses properly chargeable against (ii) make such alterations, repairs and improvements in the Premises and as the rental therefromLandlord in its reasonable commercial judgment considers advisable or necessary to relet the same. It is hereby understood that any such No action of the Landlord in accordance with foregoing or failure to relet or to collect rent under-reletting may be for a period shorter shall operate to release or longer than reduce the remaining Term of this Lease but in no event Tenant’s liability. The Landlord shall Tenant be entitled to receive any excess seek to rent other properties of the Landlord prior to reletting the Premises. Notwithstanding the foregoing, the Landlord shall offer such net rents over Premises to lease in the sum payable by Tenant to same manner as the Landlord hereunder, nor shall Tenant be entitled offers other vacant space for lease in any suit for the collection of damages pursuant hereto to a credit in respect of any net rents from a reletting, except to the extent that such rents are actually received by LandlordUniversity Park.

Damages. In Subject to Landlord’s option to receive liquidated damages under this Section 16.3, none of (i) the event termination of this Lease is terminated under Master Lease, (ii) the provisions repossession of the Leased Property (including any Capital Improvements to any Facility), (iii) the failure of Landlord to relet the Leased Property or any provisions portion thereof, (iv) the reletting of law by reason all or any portion of default hereunder on the part Leased Property, or (v) the inability of Landlord to collect or receive any rentals due upon any such reletting, shall relieve Tenant of its liabilities and obligations hereunder, all of which shall survive any such termination, repossession or reletting. Landlord and Tenant agree that Landlord shall have no obligation to mitigate Landlord’s damages under this Master Lease. If any such termination of this Master Lease occurs (whether or not Landlord terminates Tenant’s right to possession of the Leased Property), Tenant shall forthwith pay to Landlord all Rent due and payable under this Master Lease to and including the date of such termination. Thereafter: Tenant shall forthwith pay to Landlord, at Landlord’s option, as damagesand for liquidated and agreed current damages for the occurrence of an Event of Default, at the election of Landlord either: (a) The present value the sum of: (i) the worth at the time of award of the entire amount unpaid Rent which had been earned at the time of termination to the extent not previously paid by Tenant under this Section 16.3; (ii) the worth at the time of award of the amount by which the unpaid Rent which would have become due and payable during been earned after termination until the remainder time of award exceeds the amount of such rental loss that Tenant proves could have been reasonably avoided; (iii) the worth at the time of award of the amount by which the unpaid Rent for the balance of the Term after the time of award exceeds the amount of such rental loss that Tenant proves could be reasonably avoided; plus (iv) any other amount necessary to compensate Landlord for all the detriment proximately caused by Tenant’s failure to perform its obligations under this LeaseMaster Lease or which in the ordinary course of things would be likely to result therefrom. As used in clauses (i) and (ii) above, in which event Tenant agrees to pay the same “worth at once, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance the time of the Rent for the remainder of said Term. Such present value award” shall be determined utilizing a computed by allowing interest at the Overdue Rate. As used in clause (iii) above, the “worth at the time of award” shall be computed by discounting such amount at the discount rate of six the Federal Reserve Bank of New York at the time of award plus one percent (61%)) and reducing such amount by the portion of the unpaid Rent that Tenant proves could be reasonably avoided. The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or (b) Sums equal if Landlord chooses not to the Rent which would have been payable by Tenant had this Lease not been so terminated, payable upon the due dates therefore following such termination through the expiration of this Lease. If Landlord at its option shall relet the Premises during said period, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such net rents terminate Tenant’s right to be determined by first deducting from the gross rents, as and when received by Landlord, the expenses incurred or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration and preparation of the Premises for new tenantsLeased Property (whether or not Landlord terminates the Master Lease), brokers’ commissions, reasonable attorneys’ fees each installment of said Rent and all other expenses properly chargeable against the Premises and the rental therefrom. It is hereby understood that any such reletting may be for a period shorter or longer than the remaining Term of this Lease but in no event shall Tenant be entitled to receive any excess of such net rents over the sum sums payable by Tenant to Landlord hereunderunder this Master Lease as the same becomes due and payable, nor shall Tenant be entitled in together with interest at the Overdue Rate from the date when due until paid, and Landlord may enforce, by action or otherwise, any suit for other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the collection of Leased Property and seek damages pursuant hereto to a credit in respect of any net rents from a relettingunder subparagraph (a) hereof, except to the extent that such rents are actually received not already paid for by LandlordTenant under this subparagraph (b)).

Damages. In (i) Damages payable by Licensee to ORBIMAGE: (A) Except as otherwise provided herein, if prior to the launch and initial of operations of the OrbView-3 System, Licensee terminates this Agreement for convenience or ORBIMAGE terminates this Agreement for breach by Licensee, then Licensee shall pay damages to ORBIMAGE equal to the lesser of all reasonable and documented costs incurred to date by ORBIMAGE under this Agreement and the following amounts: $[Confidential Treatment Requested] if the Agreement is terminated before July 31, 1997; $[Confidential Treatment Requested] if the Agreement is terminated before January 31, 1998; $[Confidential Treatment Requested] if the Agreement is terminated before July 31, 1998; $[Confidential Treatment Requested] if the Agreement is terminated at any time after July 31, 1998. The $250,000 deposit provided by Licensee shall be credited against any payments by Licensee under this subparagraph (A). (B) Except as otherwise provided herein, if following the launch of the OrbView-3 System, Licensee terminates this Agreement for convenience or ORBIMAGE terminates this Agreement for breach by Licensee, then Licensee shall pay damages to ORBIMAGE in an amount equal to $[Confidential Treatment Requested] minus any payments made to ORBIMAGE for OrbView-3 services through the date of termination. Nothing herein shall relieve Licensee of its obligation to pay all invoices that have been delivered, or obligations otherwise accrued, prior to such date of termination. (ii) Damages payable by ORBIMAGE to Licensee: (A) Except as otherwise provided herein, if ORBIMAGE terminates this Agreement for convenience or Licensee terminates this Agreement for breach by ORBIMAGE, then ORBIMAGE shall pay damages to Licensee equal to the lesser of all reasonable and documented costs incurred to date by Licensee under this Agreement and the following amounts: $[Confidential Treatment Requested] if the Agreement is terminated before July 31, 1997; $[Confidential Treatment Requested] if the Agreement is terminated before January 31, 1998; $[Confidential Treatment Requested] if the Agreement is terminated before July 31, 1998; $[Confidential Treatment Requested] if the Agreement is terminated at any time after July 31, 1998. If the Agreement is terminated pursuant to this Section 7(d)(ii)(A), ORBIMAGE shall also refund to Licensee the $250,000 deposit. (iii) All payments for damages under this Section 7 shall be made within thirty (30) days of termination and may be conditioned upon the execution by both parties of a mutually acceptable release. (iv) Notwithstanding anything herein to the contrary, neither ORBIMAGE nor Licensee shall be liable to the other for any damages, expenses, costs, indemnification or otherwise in the event this Lease Agreement is terminated under the provisions pursuant to Section 4(b)(i) or Section 4(b)(vi), or Section 5(e), except that ORBIMAGE shall refund all or any provisions portion of law the $250,000 that has not been applied against payment for the Licensee Ground Facility or the first year Guaranteed Amount as contemplated by reason of default hereunder on the part of Tenant, Tenant shall pay to Landlord, as damages, at the election of Landlord either:Section 3(f) above. (av) The present value In no event shall any liability of either party exceed the entire amount of the Rent which would have become due and payable during the remainder of the Term of this Lease, in which event Tenant agrees to pay the same at once, together with all Rent theretofore due, at Landlord’s address as amounts provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of the Rent for the remainder of said Term. Such present value shall be determined utilizing a discount rate of six (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 7 (ad), then same shall be Landlord’s sole remedy for such default; or (b) Sums equal to the Rent which would have been payable by Tenant had this Lease not been so terminated, payable upon the due dates therefore following such termination through the expiration of this Lease. If Landlord at its option shall relet the Premises during said period, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such net rents to be determined by first deducting from the gross rents, as and when received by Landlord, the expenses incurred or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration and preparation of the Premises for new tenants, brokers’ commissions, reasonable attorneys’ fees and all other expenses properly chargeable against the Premises and the rental therefrom. It is hereby understood that any such reletting may be for a period shorter or longer than the remaining Term of this Lease but in no event shall Tenant be entitled to receive any excess of such net rents over the sum payable by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit for the collection of damages pursuant hereto to a credit in respect of any net rents from a reletting, except to the extent that such rents are actually received by Landlord.

Damages. In the event of any such Default by Tenant, then in addition to any other remedies available to Landlord at law or in equity, Landlord shall have the immediate option to terminate this Lease is terminated under and all rights of Tenant hereunder by giving written notice to such intention to terminate. In the provisions or any provisions of law by reason of default hereunder on event that Landlord shall elect to so terminate this Lease then Landlord may recover from Tenant: i. the part of Tenant, Tenant shall pay to Landlord, as damages, worth at the election time of Landlord either:award of any unpaid Rent which has been earned at the time of such termination; plus (a) The present value ii. the worth at the time of award of the entire amount of by which the Rent which would have become due and payable during the remainder of the Term of this Lease, in which event Tenant agrees to pay the same at once, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of the Rent for the remainder of said Term. Such present value shall be determined utilizing a discount rate of six (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or (b) Sums equal to the unpaid Rent which would have been payable earned after termination until the time or award exceeds the amount of such rental loss Tenant proves could have been reasonably avoided; plus iii. the worth at the time of award of the amount by which the unpaid Rent for the balance of the Term after the time of award exceeds the amount of such rental loss that Tenant proves could be reasonably avoided; plus iv. any other amount necessary to compensate Landlord for all the detriment proximately caused by Tenant's failure to perform his obligation under this Lease of which in the ordinary course of things would be likely to result therefrom; plus v. such reasonable attorney's fees incurred by Landlord as a result of such Default, and costs in the event suit is filed by Landlord to enforce such remedy; and vi. at Landlord's election, such other amounts in addition to or in lieu of the foregoing as may be permitted from time to time by applicable law, The term "Rent", as used in this Article 22, shall be deemed to be and to mean the monthly Rent, Additional Rent and all other sums required to be paid by Tenant had this Lease not been so terminated, payable upon pursuant to the due dates therefore following such termination through the expiration terms of this Lease. If Landlord at its option shall relet the Premises during said period, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such net rents to be determined by first deducting from the gross rents, as As used in Subparagraphs i and when received by Landlordii above, the expenses incurred or paid "worth at the time of award" is computed by Landlord in terminating this Lease and in securing possession thereof, as well as allowing interest at the expenses of reletting, including, without limitation, the alteration and preparation rate of the Premises for new tenants, brokers’ commissions, reasonable attorneys’ fees and all other expenses properly chargeable against Federal Reserve Bank of New York at the Premises and the rental therefrom. It is hereby understood that any such reletting may be for a period shorter or longer than the remaining Term time of this Lease but in no event shall Tenant be entitled to receive any excess of such net rents over the sum payable by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit for the collection of damages pursuant hereto to a credit in respect of any net rents from a reletting, except to the extent that such rents are actually received by Landlordaward plus one percent (1%).

Damages. In the event (a) If this Lease is terminated under by the provisions or any provisions of law by reason of default hereunder on the part of Tenant, Tenant shall pay Landlord pursuant to Landlord, as damages, at the election of Landlord either: (a) The present value of the entire amount of the Rent which would have become due and payable during the remainder of the Term of this Lease, in which event Tenant agrees to pay the same at once, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of the Rent for the remainder of said Term. Such present value shall be determined utilizing a discount rate of six (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or (b) Sums equal to the Rent which would have been payable by Tenant had this Lease not been so terminated, payable upon the due dates therefore following such termination through the expiration of this Lease. If Landlord at its option shall relet the Premises during said period, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such net rents to be determined by first deducting from the gross rents, as and when received by Landlordsubsection 17.2, the expenses incurred Tenant nevertheless shall remain liable for any Rent and damages which may be due or paid by Landlord in terminating this Lease and in securing possession thereofsustained prior to such termination, as well as the expenses of relettingall reasonable costs, fees and expenses, including, without limitation, sheriffs’ or other officers’ commissions whether chargeable to the alteration and preparation of Landlord or the Premises for new tenantsTenant, watchmen’s wages, brokers’ commissionsand attorneys’ fees, and repair and renovation costs incurred by the Landlord in pursuit of its remedies hereunder, and/or in connection with any bankruptcy proceedings of the Tenant, and/or in connection with renting the Premises to others from time to time (all such Rent, damages, costs, fees and expenses being referred to herein as “Termination Damages”), plus additional damages for all Rent treated as in arrears (“Liquidated Damages”). At the election of the Landlord, Termination Damages shall be an amount equal to either: (i) the Rent which, but for the termination of this Lease, would have become due during the remainder of the Term, less the amount or amounts of rent, if any, which the Landlord receives during such period from others to whom the Premises may be rented (other than any additional rent received by the Landlord as a result of any failure of such other person to perform any of its obligations to the Landlord), in which case Termination Damages shall be computed and payable in monthly installments, in advance, on the first business day of each calendar month following the termination of this Lease and shall continue until the date on which the Term would have expired but for such termination, and any action or suit brought to collect any such Termination Damages for any month shall not in any manner prejudice the right of the Landlord to collect any Termination Damages for any subsequent months by similar proceeding; or (ii) the present worth (as of the date of such termination) of the Rent which, but for the termination of this Lease, would have become due during the remainder of the Term, less the fair rental value of the Premises, as determined by an independent real estate appraiser or broker selected by the Landlord, in which case such Termination Damages shall be payable to the Landlord in one lump sum on demand, and shall bear interest at the Default Rate. “Present worth” shall be computed by discounting such amount to present worth at a rate equal to one percentage point above the discount rate then in effect at the Federal Reserve Bank. (b) Notwithstanding anything to the contrary set forth in this subsection 17.3, in the event (i) the Landlord must initiate legal action to enforce any one or more of the provisions of this Lease against the Tenant, its successors or assigns, or (ii) the Landlord must consult with and/or engage an attorney(s) in order (A) to enforce any one or more of the provisions of this Lease against the Tenant, its successors or assigns, or (B) in connection with any bankruptcy proceeding of the Tenant, whether or not such consultation and/or engagement results in the initiation of any judicial action or termination of this Lease, then and in any of such events, the Tenant, its successors and assigns, undertakes and agrees to pay any and all reasonable costs incurred by the Landlord in connection therewith, including, by way of illustration and not of limitation, all reasonable attorneys’ fees (inclusive of consultation fees, research costs and all correspondence fees), court costs (if awarded post-judgment) and any similar professional fees or costs associated therewith. If Tenant is in default under this Lease and has vacated the Premises, and if Landlord has terminated this Lease as a result of such default, then Landlord shall thereafter use reasonable efforts to relet the Premises; provided, however, that Tenant understands and agrees that Landlord’s main priority will be the leasing of other expenses properly chargeable against space in the Building (and not then leased by Landlord) and the reletting of the Premises and the rental therefrom. It is hereby understood that any such reletting may will be for a period shorter or longer than the remaining Term of this Lease but in no event shall Tenant be entitled to receive any excess of such net rents over the sum payable by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit for the collection of damages pursuant hereto to a credit in respect of any net rents from a reletting, except to the extent that such rents are actually received by Landlordlower priority.

Damages. In the event 27.01 If this Lease is terminated under the provisions of Article 25, or if Landlord shall re-enter the Demised Premises under the provisions of Article 26, or in the event of the termination of this Lease, or of re-entry, by or under any summary dispossess or other proceeding or action or any provisions provision of law by reason of default hereunder on the part of Tenant, Tenant shall pay to Landlord, Landlord as damages, at the election of Landlord either: (a) The present aggregate rental value of the entire amount of the Rent which would have become due and payable during the remainder of the Term of this Lease, in which event Tenant agrees to pay Demised Premises for the same at onceperiod, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of the Rent for the remainder of said Term. Such present value shall be determined utilizing a discount rate of six (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or (b) Sums sums equal to the Fixed Rent and the Additional Rent (as above presumed) payable hereunder which would have been payable by Tenant had this Lease not been so terminated, or had Landlord not so re-entered the Demised Premises, payable upon the due dates therefore therefor specified herein following such termination through or such re- entry and until the expiration of this Lease. If Expiration Date; provided, however, that if Landlord at its option shall relet the Demised Premises during said period, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, reletting such net rents to be determined by first deducting from the gross rents, rents as and when received by Landlord, the Landlord from such reletting any and all reasonable expenses incurred or paid by Landlord in terminating this Lease or in re-entering the Demised Premises and in securing possession thereof, as well as the reasonable expenses of reletting, including, without limitation, including altering and preparing the alteration and preparation of the Demised Premises for new tenants, but including brokers’ commissions, reasonable attorneys’ counsel fees and all any other reasonable expenses properly chargeable against the Demised Premises and the rental therefrom. It is hereby ; it being understood that any such reletting may be for a period shorter or longer than the remaining Term of this Lease Lease; but in no event shall Tenant be entitled to receive any excess of such net rents over the sum sums payable by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit for the collection of damages pursuant hereto to this Subsection to a credit in respect of any net rents from a reletting, except to the extent that such net rents are actually received by Landlord. If the Demised Premises or any part thereof should be relet in combination with other space, then proper apportionment on a square foot basis (for equivalent space) shall be made of the rent received from such reletting and of the expenses of reletting. Landlord shall use commercially reasonable efforts to mitigate any damages payable by Tenant provided that Landlord shall not be required to enter into any lease where the fixed rent is less than the lesser of (i) fair market rental value of the Demised Premises along with all Additional Rent obligations under this Lease, or (ii) the Fixed Rent which otherwise would have been payable for the balance of the Term or Renewal Term along with all Additional Rent obligations under this Lease. If the Demised Premises or any part thereof be relet by Landlord for the unexpired portion of the Term of this Lease, or any part thereof, before presentation of proof of such damages to any court, commission or tribunal, the amount of rent reserved upon such reletting shall, prima facie, be the fair and reasonable rental value for the Demised Premises, or part thereof, so relet during the term of the reletting. 27.02 Suit or suits for the recovery of such damages, or any installments thereof, may be brought by Landlord from time to time at its election, and nothing contained herein shall be deemed to require Landlord to postpone suit until the date when the Term of this Lease would have expired if it had not been so terminated under the provisions of Article 25, or under any provision of law, or had Landlord not re-entered the Demised Premises. Nothing herein contained shall be construed to limit or preclude recovery by Landlord against Tenant of any sums or damages to which, in addition to the damages particularly provided above, Landlord may lawfully be entitled by reason of any default hereunder on the part of Tenant. Nothing herein contained shall be construed to limit or prejudice the right of Landlord to prove for and obtain as liquidated damages by reason of the termination of this Lease or re-entry on the Demised Premises for the default of Tenant under this Lease, an amount equal to the maximum allowed by any statute or rule of law in effect at the time when, and governing the proceedings in which, such damages are to be proved whether or not such amount be greater, equal to, or less than any of the sums referred to in Section 27.01.

Damages. In None of (i) the event termination of this Lease is terminated under Master Lease, (ii) the provisions repossession of the Leased Property (including any Capital Improvements to any Facility), (iii) the failure of Landlord to relet the Leased Property or any provisions portion thereof, (iv) the reletting of law by reason all or any portion of default hereunder on the part Leased Property, or (v) the inability of Landlord to collect or receive any rentals due upon any such reletting, shall relieve Tenant of its liabilities and obligations hereunder, all of which shall survive any such termination, repossession or reletting. Landlord and Tenant agree that Landlord shall have no obligation to mitigate Landlord’s damages under this Master Lease. If any such termination of this Master Lease occurs (whether or not Landlord terminates Tenant’s right to possession of the Leased Property), Tenant shall forthwith pay to Landlord all Rent due and payable under this Master Lease to and including the date of such termination. Thereafter: Tenant shall forthwith pay to Landlord, at Landlord’s option, as damagesand for liquidated and agreed current damages for the occurrence of an Event of Default, at the election of Landlord either: (aA) The present value the sum of: (i) the worth at the time of award of the entire amount unpaid Rent which had been earned at the time of termination to the extent not previously paid by Tenant under this Section 16.3; (ii) the worth at the time of award of the amount by which the unpaid Rent which would have become due been earned after termination until the time of award exceeds the amount of such rental loss that Tenant proves could have been reasonably avoided; (iii) the worth at the time of award of the amount by which the unpaid Rent for the balance of the Term after the time of award exceeds the amount of such rental loss that Tenant proves could be reasonably avoided; plus (iv) any other amount necessary to compensate Landlord for all the detriment proximately caused by Tenant’s failure to perform its obligations under this Master Lease or which in the ordinary course of things would be likely to result therefrom. As used in clauses (i) and (ii) above, the “worth at the time of award” shall be computed by allowing interest at the Overdue Rate. As used in clause (iii) above, the “worth at the time of award” shall be computed by discounting such amount at the discount rate of the Federal Reserve Bank of New York at the time of award plus one percent (1%) and reducing such amount by the portion of the unpaid Rent that Tenant proves could be reasonably avoided. For purposes of determining the worth at the time of the award, Percentage Rent that would have been payable during for the remainder of the Term shall be deemed to be the greater of this Lease, in which event Tenant agrees to pay (y) the same at once, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of the Percentage Rent for the remainder then current Lease Year or, if not determinable, the immediately preceding Lease Year; and (z) such other amount as Landlord shall demonstrate could reasonably have been earned (assuming Net Revenues will have not been impacted by any of said Term. Such present value shall be determined utilizing a discount rate the conditions that contributed to the Event of six (6%Default). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or (bB) Sums equal if Landlord chooses not to the Rent which would have been payable by Tenant had this Lease not been so terminated, payable upon the due dates therefore following such termination through the expiration of this Lease. If Landlord at its option shall relet the Premises during said period, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such net rents terminate Tenant’s right to be determined by first deducting from the gross rents, as and when received by Landlord, the expenses incurred or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration and preparation of the Premises for new tenantsLeased Property (whether or not Landlord terminates this Master Lease), brokers’ commissions, reasonable attorneys’ fees each installment of said Rent and all other expenses properly chargeable against the Premises and the rental therefrom. It is hereby understood that any such reletting may be for a period shorter or longer than the remaining Term of this Lease but in no event shall Tenant be entitled to receive any excess of such net rents over the sum sums payable by Tenant to Landlord hereunderunder this Master Lease as the same becomes due and payable, nor shall Tenant be entitled in together with interest at the Overdue Rate from the date when due until paid, and Landlord may enforce, by action or otherwise, any suit for other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the collection of Leased Property and seek damages pursuant hereto to a credit in respect of any net rents from a relettingunder subparagraph (A) hereof, except to the extent that such rents are actually received not already paid for by LandlordTenant under this subparagraph (B)).

Damages. In the event that this Lease is terminated, the Tenant covenants to pay to the Landlord all the sums ("Periodic Payments") and perform all the obligations which the Tenant covenants in this Lease to pay and to perform in the same manner and to the same extent and at the same time as if this Lease had not been terminated (in calculating the amounts to be paid by the Tenant under the provisions or any provisions of law by reason of default hereunder on foregoing covenant, the part of Tenant, Tenant shall pay to Landlord, as damages, at the election of Landlord either: (a) The present value of the entire amount of the Rent which would have become due and payable during the remainder of the Term of this Lease, in which event Tenant agrees to pay the same at once, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of the Rent for the remainder of said Term. Such present value shall be determined utilizing a discount rate of six (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or (b) Sums equal to the Rent which would have been payable by Tenant had this Lease not been so terminated, payable upon the due dates therefore following such termination through the expiration of this Lease. If Landlord at its option shall relet the Premises during said period, Landlord shall credit Tenant credited with the net rents received proceeds of any rent obtained by Landlord from reletting the Premises, after deducting all the Landlord's expenses in connection with such reletting, such net rents to be determined by first deducting from the gross rents, as and when received by Landlord, the expenses incurred or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the alteration Premises for such reletting). Suit or suits for the recovery of such damages, or any installments thereof, may be brought by Landlord from time to time at its election, and preparation nothing contained herein shall be deemed to require Landlord to postpone suit until the date when the Term would have expired if the Lease had not been so terminated or had Landlord not re-entered the Premises. Landlord may, at its election made at any time after this Lease is terminated, require Tenant to pay an amount (the "Lump Sum Payment") equal to the excess, if any, of the discounted present value of the total rent reserved for the remainder of the Term over the then discounted present fair rental value of the Premises for new tenantsthe remainder of the Term (in calculating the rent reserved, brokers’ commissionsthere shall be included, reasonable attorneys’ fees in addition to the Annual Fixed Rent and all Additional Rent, the value of all other expenses properly chargeable against considerations agreed to be paid or performed by the Tenant over the remainder of the Term). Upon payment of the Lump Sum Payment, Tenant shall not thereafter be responsible for Periodic Payments. Landlord may (i) relet the Premises, or any part or parts thereof, for a term or terms which may, at the Landlord's option, exceed or be equal to or less than the period which would otherwise have constituted the balance of the Term, and may grant such concessions and free rent as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same and (ii) make such alterations, repairs and improvements in the Premises and as the rental therefromLandlord in its reasonable commercial judgment considers advisable or necessary to relet the same. It is hereby understood that any such No action of the Landlord in accordance with the foregoing or failure to relet or to collect rent under reletting may be for a period shorter shall operate to release or longer than the remaining Term of this Lease but in no event reduce Tenant's liability. The Landlord shall Tenant be entitled to receive any excess seek to rent other properties of such net rents over the sum payable by Tenant Landlord prior to Landlord hereunder, nor shall Tenant be entitled in any suit for reletting the collection of damages pursuant hereto to a credit in respect of any net rents from a reletting, except to the extent that such rents are actually received by LandlordPremises.

Damages. In the event 27.01 If this Lease is terminated under the provisions of Article 25, or if Landlord shall re-enter the Demised Premises under the provisions of Article 26, or in the event of the termination of this Lease, or of re-entry, by or under any summary dispossess or other proceeding or action or any provisions provision of law by reason of default hereunder on the part of Tenant, Tenant tenant shall pay to Landlord, Landlord as damages, at the election of Landlord either: (a) The present aggregate rental value of the entire amount of the Rent which would have become due and payable during the remainder of the Term of this Lease, in which event Tenant agrees to pay Demised Premises for the same at onceperiod, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of the Rent for the remainder of said Term. Such present value shall be determined utilizing a discount rate of six (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or (b) Sums sums equal to the Fixed Rent and the Additional Rent (as above presumed) payable hereunder which would have been payable by Tenant had this Lease not been so terminated, or had Landlord not so re-entered the Demised Premises, payable upon the due dates therefore therefor specified herein following such termination through or such re-entry and until the expiration of this Lease. If Expiration Date; provided, however, that if Landlord at its option shall relet the Demised Premises during said period, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, reletting such net rents to be determined by first deducting from the gross rents, rents as and when received by Landlord, the Landlord from such reletting any and all reasonable expenses incurred or paid by Landlord in terminating this Lease or in re-entering the Demised Premises and in securing possession thereof, as well as the reasonable expenses of reletting, including, without limitation, including altering and preparing the alteration and preparation of the Demised Premises for new tenants, but including brokers’ commissions, reasonable attorneys’ counsel fees and all other reasonable expenses properly chargeable against the Demised Premises and the rental therefrom. It is hereby ; it being understood that any such reletting may be for a period shorter or longer than the remaining Term of this Lease Lease; but in no event shall Tenant be entitled to receive any excess of such net rents over the sum sums payable by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit for the collection of damages pursuant hereto to this Subsection to a credit in respect of any net rents from a reletting, except to the extent that such net rents are actually received by Landlord. If the Demised Premises or any part thereof should be relet in combination with other space, then proper appointment on a square foot basis (for equivalent space) shall be made of the rent received from such reletting and of the expenses of reletting. Landlord shall use commercially reasonable efforts to mitigate any damages payable by Tenant provided that Landlord shall not be required to enter into any lease where the fixed rent is less than the lesser of (i) fair market rental value of the Demised Premises along with all Additional Rent obligations under this Lease, or (ii) the Fixed Rent which otherwise would have been payable for the balance of the Term or Renewal Term along with all Additional Rent obligations under this Lease. If the Demised Premises or any part thereof be relet by Landlord for the unexpired portion of the Term of this Lease, or any part thereof, before presentation of proof of such damages to any court, commission or tribunal, the amount of rent reserved upon such reletting shall, prima facie, be the fair and reasonable rental value for the Demised Premises, or part thereof, so relet during the term of the reletting. 27.02 Suit or suits for the recovery of such damages, or any installments thereof, may be brought by Landlord from time to time at its election, and nothing contained herein shall be deemed to require Landlord to postpone suit until the date when the Term of this Lease would have expired if it had not been so terminated under the provisions of Article 25, or under any provision of law, or had Landlord not re-entered the Demised Premises. Nothing herein contained shall be construed to limit or preclude recovery by Landlord against Tenant of any sums or damages to which, in addition to the damages particularly provided above, Landlord may lawfully be entitled by reason of any default hereunder on the part of Tenant. Nothing herein contained shall be construed to limit or prejudice the right of Landlord to provide for and obtain as liquidated damages by reason of the termination of this Lease or re-entry on the Demised Premises for the default of Tenant under this Lease, an amount equal to the maximum allowed by any statute or rule of law in effect at the time when, and governing the proceedings in which, such damages are to be proved whether or not such amount be greater, equal to, or less than any of the sums referred to in Section 27.01.

Damages. In the event (a) If this Lease is terminated under the provisions or any provisions of law by reason of default hereunder on the part of TenantSection 7.03, Tenant shall pay to Landlord, Landlord as damages, at the election of Landlord Landlord, either: (ai) The a sum which, at the time of such termination, represents the value (discounted to present value using Base Rate) of the excess, if any, of (1) the aggregate of the Rent which, had this Lease not terminated, would have been payable hereunder by Tenant for the period commencing on the day following the date of such termination to and including the Expiration Date over (2) the aggregate fair rental value of the entire Premises for the same period (for the purposes of this clause (a) the amount of the Rent which would have become due and payable during the remainder of the Term of this Lease, in which event Tenant agrees to pay the same at once, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of the Rent for the remainder of said Term. Such present value shall be determined utilizing a discount rate of six (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or (b) Sums equal to the Rent Additional Charges which would have been payable by Tenant under Sections 3.04 and 3.05 shall, for each calendar year ending after such termination, be deemed to be an amount equal to the amount of such Additional Charges payable by Tenant for the calendar year immediately preceding the calendar year in which such termination shall occur), or (ii) sums equal to the Rent that would have been payable by Tenant through and including the Expiration Date had this Lease not been so terminated, payable upon the due dates therefore therefor specified in this Lease; provided, however, that if Landlord shall relet all or any part of the Premises for all or any part of the period commencing on the day following the date of such termination through or re-entry to and including the expiration of this Lease. If Landlord at its option shall relet the Premises during said periodExpiration Date, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such net rents to be determined by first deducting from the gross rents, rents as and when received by Landlord, Landlord from such reletting the expenses incurred or paid by Landlord in terminating this Lease and in of re-entering the Premises and of securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration including altering and preparation of preparing the Premises for new tenants, brokers’ commissions, reasonable attorneys’ legal fees and all other expenses properly chargeable against the Premises and the rental therefrom. It is hereby therefrom in connection with such reletting, it being understood that any such reletting may be for a period equal to or shorter or longer than the remaining Term of this Lease but said period; provided, further, that (i) in no event shall Tenant be entitled to receive any excess of such net rents over the sum sums payable by Tenant to Landlord hereunderunder this Lease, nor (ii) in no event shall Tenant be entitled entitled, in any suit for the collection of damages pursuant hereto to this Section 7.05(a)(ii), to a credit in respect of any net rents from a reletting, reletting except to the extent that such net rents are actually received by LandlordLandlord prior to the commencement of such suit, (iii) if the Premises or any part thereof should be relet in combination with other space, then proper apportionment on a square foot rentable area basis shall be made of the rent received from such reletting and of the expenses of reletting and (iv) Landlord shall have no obligation to so relet the Premises and Tenant hereby waives any right Tenant may have, at law or in equity, to require Landlord to so relet the Premises. (b) Suit or suits for the recovery of any damages payable hereunder by Tenant, or any installments thereof, may be brought by Landlord from time to time at its election, and nothing contained herein shall require Landlord to postpone suit until the date when the Term would have expired but for such termination or re-entry.

Damages. In the event this Lease is terminated under the provisions or any provisions of law by reason of default hereunder on the part of Tenant, Tenant shall pay to Landlord, as damages, at the election of Landlord either: (a) The present value Member acknowledges that Acquiror would not have entered into this Agreement or the Merger Agreement in the absence of the entire Member's agreement to the provisions of this Section 9 and the Covenants and Member further acknowledges that such compliance with such Covenants is an important factor to the continued success of the Firm's operations and its future prospects. Member and Acquiror agree that upon the occurrence of any of the following events, the damages to the Firm would be material, but that the amount of such damages would be uncertain and not readily ascertainable. Accordingly, Member and Acquiror agree that, if, prior to the Rent which would have become due and payable during the remainder fifth anniversary of the Term date of this LeaseAgreement, Member breaches any of the Covenants set forth in Section 6, 7 or 8, as determined by the Board of Directors of Acquiror (the "Board") in its good faith judgment, Acquiror will be entitled to receive immediately following such determination and written demand therefor, and Member will make, within ten business days after written demand has been received, a payment in cash or Acquiror Common Stock (valued at the average closing per share price of Acquiror Common Stock for the five trading days immediately preceding the date of payment under this Section 9(a)) in such combination of cash and/or Acquiror Common Stock as the Member shall determine as and for liquidated damages (the "Liquidated Damages") in the amount set forth next to such Member's name in Exhibit C (under the heading "Liquidated Damages") attached hereto, which event Tenant agrees amount shall be the aggregate amount of liquidated damages due for all such breaches prior to pay the same fifth anniversary of this Agreement. The payment of any amount as liquidated damages will not be construed as a release or waiver by Acquiror of the right to prevent the continuation of any such violation of such Covenants in equity or otherwise. In addition, Member and Acquiror agree that it would be too speculative to attempt to determine any amount of liquidated damages that would be applicable following the fifth anniversary of the date of this Agreement, and that any damages payable as a result of any breach following such date shall be determined without regard to this Section 9. (b) Member and Acquiror agree that the Liquidated Damages are reasonable in proportion to the probable damages likely to be sustained by the Firm if Member breaches at onceany time prior to the fifth anniversary of this Agreement any of the Covenants set forth in Sections 6, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however7 and 8 hereof, that the amount of actual damages to be sustained by the Firm in the event of such payment shall breach is incapable of precise estimation and that such cash payments are not intended to constitute a penalty or forfeiture punitive damages for any purposes. (c) Member acknowledges and agrees that Member's payment obligations under this Section 9 will be full recourse obligations and will be secured pursuant to a Pledge Agreement, in substantially the form set forth as Exhibit F hereto (the "Pledge Agreement"). Member agrees to execute and deliver to Acquiror a Pledge Agreement prior to the Closing. (d) Member acknowledges and agrees that any cash payment of Liquidated Damages pursuant to this Section 9 shall be in addition to, and not in lieu of, any forfeitures of awards (required pursuant to the terms of any such awards) that may be granted to Member in the future under one or liquidated damages, but shall merely constitute payment in advance more of the Rent for the remainder of said Term. Such present value shall be determined utilizing a discount rate of six (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or (b) Sums equal to the Rent which would have been payable by Tenant had this Lease not been so terminated, payable upon the due dates therefore following such termination through the expiration of this Lease. If Landlord at its option shall relet the Premises during said period, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such net rents to be determined by first deducting from the gross rents, as Firm's compensation and when received by Landlord, the expenses incurred or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration and preparation of the Premises for new tenants, brokers’ commissions, reasonable attorneys’ fees and all other expenses properly chargeable against the Premises and the rental therefrom. It is hereby understood that any such reletting may be for a period shorter or longer than the remaining Term of this Lease but in no event shall Tenant be entitled to receive any excess of such net rents over the sum payable by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit for the collection of damages pursuant hereto to a credit in respect of any net rents from a reletting, except to the extent that such rents are actually received by Landlordbenefit plans.

Damages. In the event If this Lease is terminated under Section 6.03, or if Landlord re-enters the provisions or any provisions of law by reason of default hereunder on the part of TenantPremises under Section 6.04, Tenant shall pay to Landlord, Landlord as damages, at the election of Landlord Landlord, either: (a) The present a sum which, at the time of such termination, represents the then value of the entire amount excess, if any, of (1) the aggregate of the Rent which which, had this Lease not terminated, would have become due been payable hereunder by Tenant for the period commencing on the day following the date of such termination or re-entry to and payable during including the remainder Expiration Date over (2) the aggregate fair rental value of the Term Premises for the same period (for the purposes of this Leaseclause (a) the amount of Recurring Additional Charges shall, for each calendar year ending after such termination or re-entry, be deemed to be an amount equal to the amount of Recurring Additional Charges payable by Tenant for the calendar year immediately preceding the calendar year in which event Tenant agrees to pay the same at once, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment termination or re-entry shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of the Rent for the remainder of said Term. Such present value shall be determined utilizing a discount rate of six (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (aoccur), then same shall be Landlord’s sole remedy for such default; or (b) Sums sums equal to the Rent which that would have been payable by Tenant through and including the Expiration Date had this Lease not been so terminatedterminated or had Landlord not re-entered the Premises, payable upon the due dates therefore therefor specified in this Lease; provided, that if Landlord shall relet all or any part of the Premises for all or any part of the period commencing on the day following the date of such termination through or re-entry to and including the expiration of this Lease. If Landlord at its option shall relet the Premises during said periodExpiration Date, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such net rents to be determined by first deducting from the gross rents, rents as and when received by Landlord, Landlord from such reletting the expenses incurred or paid by Landlord in terminating this Lease and in of re-entering the Premises and of securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration altering and preparation of preparing the Premises for new tenants, brokers’ commissions, reasonable attorneys’ fees and all other expenses properly chargeable against the Premises and the rental therefrom. It is hereby therefrom in connection with such reletting, it being understood that any such reletting may be for a period equal to or shorter or longer than the remaining Term of this Lease but said period; provided, further, that (i) in no event shall Tenant be entitled to receive any excess of such net rents over the sum sums payable by Tenant to Landlord hereunderunder this Lease, nor (ii) in no event shall Tenant be entitled entitled, in any suit for the collection of damages pursuant hereto to this Section 6.05(b), to a credit in respect of any net rents from a reletting, reletting except to the extent that such net rents are actually received by LandlordLandlord on account of any period that is the subject of such suit, (iii) if the Premises or any part thereof should be relet in combination with other space, then proper apportionment on a square foot rentable area basis shall be made of the rent received from such reletting and of the expenses of reletting, and (iv) Landlord shall have no obligation to so relet the Premises and Tenant hereby waives any right Tenant may have, at law or in equity, to require Landlord to so relet the Premises. Suit or suits for the recovery of any damages payable hereunder by Tenant, or any installments thereof, may be brought by Landlord from time to time at its election, and nothing contained herein shall require Landlord to postpone suit until the date when the Term would have expired but for such termination or re-entry.

Damages. In the event If this Lease is terminated under the provisions or any provisions of law by reason of default hereunder on the part of TenantLandlord pursuant to Section 17.2., Tenant nevertheless shall pay remain liable for (a) any Rental and damages which may be due or sustained prior to Landlordsuch termination, all reasonable costs, fees and expenses including, but not limited to, reasonable attorneys' fees, costs and expenses incurred by Landlord in pursuit of its remedies hereunder, or in renting the Premises to others from time to time (all such Rental, damages, costs, fees and expenses being referred to herein as damages"Termination Damages") and (b) additional damages (the "Liquidated Damages"), which, at the election of Landlord Landlord, shall be either: (ai) The present value an amount equal to the Rental which, but for termination of the entire amount of the Rent which this Lease, would have become due and payable during the remainder of the Term, less the amount of Rental, if any, which Landlord shall receive during such period from others to whom the Premises may be rented (other than any Additional Rental received by Landlord as a result of any failure of such other person to perform any of its obligations to Landlord), in which case such Liquidated Damages shall be computed and payable in monthly installments, in advance, on the first day of each calendar month following termination of the Lease and continuing until the date on which the Term would have expired but for such termination, and any suit or action brought to collect any such Liquidated Damages for any month shall not in any manner prejudice the right of Landlord to collect any Liquidated Damages for any subsequent month by a similar proceeding; or (ii) an amount equal to the present worth (as of the date of such termination) of Rental which, but for termination of this Lease, in which event Tenant agrees to pay the same at once, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of the Rent for would have become due during the remainder of said the Term. Such present , less the fair rental value of the Premises, as determined by an independent real estate appraiser named by Landlord, in which case such Liquidated Damages shall be determined utilizing payable to Landlord in one lump sum on demand and shall bear interest at the Default Rate until paid. For purposes of this clause (ii), "present worth" shall be computed by discounting such amount to present worth at a discount rate of six (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or (b) Sums equal to one percentage point above the Rent which would have been payable by Tenant had this Lease not been so terminated, payable upon discount rate then in effect at the due dates therefore following such termination through Federal Reserve Bank nearest to the expiration of this Lease. If Landlord at its option shall relet the Premises during said period, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such net rents to be determined by first deducting from the gross rents, as and when received by Landlord, the expenses incurred or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration and preparation location of the Premises for new tenants, brokers’ commissions, reasonable attorneys’ fees and all other expenses properly chargeable against the Premises and the rental therefrom. It is hereby understood that any such reletting may be for a period shorter or longer than the remaining Term of this Lease but in no event shall Tenant be entitled to receive any excess of such net rents over the sum payable by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit for the collection of damages pursuant hereto to a credit in respect of any net rents from a reletting, except to the extent that such rents are actually received by LandlordShopping Center.

Damages. In the event If this Lease is terminated under the provisions or any provisions of law by reason of default hereunder on the part of TenantLandlord pursuant to Section 21, Tenant shall, nevertheless, remain liable for all rent and damages which may be due or sustained prior to such termination, and all reasonable costs, fees and expenses including, but not limited to, attorneys' fees, costs and expenses incurred by Landlord in pursuit of its remedies hereunder, or in renting the Premises to others from time to time and additional damages (the "Liquidated Damages"), which shall pay be an amount equal to Landlordthe total rent which, as damagesbut for termination of this Lease, at the election of Landlord either: (a) The present value of the entire amount of the Rent which would have become due and payable during the remainder of the Term Term, less the amount of this Leaserent, in if any, which event Tenant agrees Landlord shall receive during such period from others to pay whom the same at once, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of the Rent for the remainder of said Term. Such present value shall Premises may be determined utilizing a discount rate of six rented (6%). The acceptance of such payment other than any additional rent received by Landlord shall not constitute as a waiver result of any failure of Tenant thereafter occurring such other person to comply with perform any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (aits obligations to Landlord), then same in which case such Liquidated Damages shall be Landlord’s sole remedy computed and payable in monthly installments, in advance on the first day of each calendar month following termination of the Lease and continuing until the date on which the Term would have expired but for such default; or (b) Sums equal termination, and any suit or action brought to collect any such Liquidated Damages for any month shall not in any manner prejudice the Rent which would have been payable right of Landlord to collect any Liquidated Damages for any subsequent month by Tenant had a similar proceeding. If this Lease not been so terminatedis terminated pursuant to Section 21, payable upon the due dates therefore following such termination through the expiration of this Lease. If Landlord at its option shall may relet the Premises during said periodor any part thereof, alone or together with other premises, for such term(s) which may be greater or less than the period which otherwise would have constituted the balance of the Term and on such terms and conditions (which may include concessions, free rent and/or alterations of the Premises) as Landlord, in its sole discretion, may determine, but Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such net rents to not be determined by first deducting from the gross rents, as and when received by Landlord, the expenses incurred or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration and preparation of the Premises for new tenants, brokers’ commissions, reasonable attorneys’ fees and all other expenses properly chargeable against the Premises and the rental therefrom. It is hereby understood that any such reletting may be for a period shorter or longer than the remaining Term of this Lease but in no event shall Tenant be entitled to receive any excess of such net rents over the sum payable by Tenant to Landlord hereunderliable for, nor shall Tenant Tenant's obligations hereunder be entitled in diminished by reason of, any suit for failure by Landlord to relet the collection of damages pursuant hereto Premises or any failure by Landlord to a credit in respect of collect any net rents from a rent due upon such reletting, except to the extent that such rents are actually received by Landlord.

Damages. In the event 22.1 If this Lease is terminated under the provisions of Article 20, and/or if Landlord re-enters the Premises under the provisions of Article 21, or in the event of the termination of this Lease, and/or of re-entry, by or under any summary dispossess or other proceeding or action or any provisions provision of law by reason of default hereunder on the part of Tenant, (i) Tenant shall pay to Landlord all items of Rent payable under this Lease by Tenant prior to the date of termination; (ii) Landlord may retain all monies, if any, paid by Tenant to Landlord, whether as prepaid Rent, a security deposit or otherwise, which monies, to the extent not otherwise applied to amounts due and owing to Landlord, shall be credited by Landlord against any damages payable by Tenant to Landlord; and (iii) Tenant shall pay to Landlord as damages, in monthly installments, on the days specified in this Lease for payment of installments of Base Rent, and/or any Deficiency (as defined herein); it being understood that Landlord shall be entitled to recover the Deficiency from Tenant each month as the same shall arise, and no suit to collect the amount of the Deficiency for any month, shall prejudice Landlord’s right to collect the Deficiency for any subsequent month by a similar proceeding. 22.2 Whether or not Landlord shall have collected any monthly Deficiency, Tenant shall pay to Landlord, on demand, in lieu of any further Deficiency and as liquidated and agreed final damages, at a sum equal to the election of Landlord either: (a) The present value of amount by which the entire amount of Base Rent and Additional Rent for the Rent period which otherwise would have become due and payable during constituted the remainder unexpired portion of the Term (assuming the Additional Rent during such period to be the same as was payable for the year immediately preceding such termination or re-entry, increased in each succeeding year by three and seventy-five hundredths percent (3.75%) (on a compounded basis)) exceeds the then Fair Market Rent (determined in the manner provided in Article 32 of this Lease) of the Premises, for the same period (with both amounts being discounted to present value at a rate of interest equal to the then base rate) less the aggregate amount of Deficiencies, if any, theretofore collected by Landlord for the same period. If, before presentation of proof of such damages to any court, commission or tribunal, the Premises, or any part thereof, shall have been relet by Landlord to an unaffiliated and independent third party, in an arm’s length transaction, for the period which otherwise would have constituted the unexpired portion of the Term, or any part thereof, the amount of rent reserved upon such reletting shall be deemed prima facie to be the fair and reasonable rental value for the part or the whole of the Premises so relet during the term of the reletting. 22.3 Landlord shall have the right, but not the obligation, to relet the Premises or any part thereof at such rental or rentals and upon such other terms and conditions, which may include concessions and free rent periods, as Landlord, in its sole discretion, shall determine. Landlord shall not be liable in any way for its failure or refusal to relet the Premises or any part thereof, or if the Premises or any part thereof is relet, for its failure to collect the rent under such reletting, and no such refusal or failure to relet or failure to collect rent shall release or affect Tenant’s liability for damages or otherwise under this Lease, provided that any such failure to collect is not the result of intentional conduct in order to evade any credit otherwise due to Tenant hereunder. 22.4 Suit or suits for the recovery of such damages, or any installments thereof, may be brought by Landlord from time to time at its election, and nothing contained herein shall be deemed to require Landlord to postpone suit until the date when the Term would have expired if this Lease had not so terminated or had Landlord not so re-entered the Premises. Nothing herein contained shall be construed to limit or preclude recovery by Landlord against Tenant of any sums or damages to which, in addition to the damages particularly provided above, Landlord may lawfully be entitled by reason of any default of Tenant hereunder. Nothing herein contained shall be construed to limit or prejudice the right of Landlord to prove for and obtain as damages by reason of the termination of this Lease or re-entry on the Premises for the default of Tenant under this Lease an amount equal to the maximum allowed by any statute or rule of law in effect at the time when, and governing the proceedings in which, such damages are to be proved whether or not such amount is greater than, equal to, or less than any of the sums referred to in Section 22.1 of this Lease. Except as provided in Section 19.2 of this Lease, in which event Tenant agrees to pay the same at once, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of the Rent for the remainder of said Term. Such present value shall be determined utilizing a discount rate of six (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or (b) Sums equal to the Rent which would have been payable by Tenant had this Lease not been so terminated, payable upon the due dates therefore following such termination through the expiration of this Lease. If Landlord at its option shall relet the Premises during said period, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such net rents to be determined by first deducting from the gross rents, as and when received by Landlord, the expenses incurred or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration and preparation of the Premises for new tenants, brokers’ commissions, reasonable attorneys’ fees and all other expenses properly chargeable against the Premises and the rental therefrom. It is hereby understood that any such reletting may be for a period shorter or longer than the remaining Term of this Lease but in no event shall Tenant either party be entitled to receive any excess of such net rents over the sum payable by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit for the collection of consequential or special damages pursuant hereto to as a credit in respect result of any net rents from a reletting, except to the extent that such rents are actually received by Landlordbreach or default hereunder.

Damages. In the event this Lease is terminated under the provisions or On any provisions of law by reason of default hereunder on the part of Tenanttermination, Tenant shall pay to Landlord, as damages, at the election of Landlord either: (a) The present value of the entire amount of the Rent which would have become due and payable during the remainder of the Term of this Lease, in which event Tenant agrees to pay the same at once, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damagesdamages will include, but shall merely constitute payment in advance of the Rent for the remainder of said Term. Such present value shall not be determined utilizing a discount rate of six (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any termlimited to, provisionall costs and fees, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or (b) Sums equal to the Rent which would have been payable by Tenant had this Lease not been so terminated, payable upon the due dates therefore following such termination through the expiration of this Lease. If Landlord at its option shall relet the Premises during said period, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such net rents to be determined by first deducting from the gross rents, as and when received by Landlord, the expenses incurred or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration and preparation of the Premises for new tenants, brokers’ commissions, including reasonable attorneys’ fees and all costs, that Landlord incurs in connection with any bankruptcy court or other expenses properly chargeable against court proceeding or any legal action with respect to the Premises and Lease, the rental therefromobtaining of relief from any stay in bankruptcy restraining any action to evict Tenant, or the pursuing of any action with respect to Landlord’s right to possession of the Premises. All such damages suffered (apart from Rent payable hereunder) will constitute pecuniary damages which will be paid to Landlord prior to assumption of the Lease by Tenant or any successor to Tenant in any bankruptcy or other proceedings. It is hereby understood that further agreed that, in addition to payments required pursuant to Section 12.03(a) and Section 12.03(d) above, Tenant shall compensate Landlord for all reasonable expenses incurred by Landlord in repossessing the Premises following an event of default by Tenant hereunder (including, among other expenses, any increase in insurance premiums caused by the vacancy of the Premises), all expenses incurred by Landlord in reletting the Premises thereafter (including, among other expenses, costs of repairs, remodeling, replacements, advertisements and brokerage fees) and all concessions granted to a new tenant upon such reletting (including, among other concessions, renewal options), all losses incurred by Landlord as a direct result of Tenant’s event of default, and a reasonable allowance for Landlord’s administrative efforts, salaries, and overhead attributable directly to Tenant’s event of default and Landlord’s pursuing the rights and remedies provided herein and under applicable law. If, on account of any breach or default by either party hereto in its obligations hereunder, the other party hereto shall employ an attorney to represent, enforce or defend any of its rights or remedies hereunder, the non-prevailing party in any such reletting may be for a period shorter or longer than legal action agrees to pay any reasonable attorney’s fees and costs incurred by the remaining Term of this Lease but prevailing party in no event shall Tenant be entitled to receive any excess of such net rents over the sum payable by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit for the collection of damages pursuant hereto to a credit in respect of any net rents from a reletting, except to the extent that such rents are actually received by Landlordconnection therewith.

Damages. In the event If this Lease is terminated under the provisions or any provisions of law by reason of default hereunder on the part of TenantLandlord pursuant to Section 21, Tenant shall, nevertheless, remain liable for all rent and damages which may be due or sustained prior to such termination, and all reasonable costs, fees and expenses including, but not limited to, attorneys’ fees, costs and expenses incurred by Landlord in pursuit of its remedies hereunder, or in renting the Premises to others from time to time and additional damages (the “Liquidated Damages”), which shall pay be an amount equal to Landlordthe total rent which, as damagesbut for termination of this Lease, at the election of Landlord either: (a) The present value of the entire amount of the Rent which would have become due and payable during the remainder of the Term Term, less the amount of this Leaserent, in if any, which event Tenant agrees Landlord shall receive during such period from others to pay whom the same at once, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of the Rent for the remainder of said Term. Such present value shall Premises may be determined utilizing a discount rate of six rented (6%). The acceptance of such payment other than any additional rent received by Landlord shall not constitute as a waiver result of any failure of Tenant thereafter occurring such other person to comply with perform any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (aits obligations to Landlord), then same in which case such Liquidated Damages shall be Landlord’s sole remedy computed and payable in monthly installments, in advance on the first day of each calendar month following termination of the Lease and continuing until the date on which the Term would have expired but for such default; or (b) Sums equal termination, and any suit or action brought to collect any such Liquidated Damages for any month shall not in any manner prejudice the Rent which would have been payable right of Landlord to collect any Liquidated Damages for any subsequent month by Tenant had a similar proceeding. If this Lease not been so terminatedis terminated pursuant to Section 21, payable upon the due dates therefore following such termination through the expiration of this Lease. If Landlord at its option shall may relet the Premises during said periodor any part thereof, alone or together with other premises, for such term(s) which may be greater or less than the period which otherwise would have constituted the balance of the Term and on such terms and conditions (which may include concessions, free rent and/or alterations of the Premises) as Landlord, in its sole discretion, may determine, but Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such net rents to not be determined by first deducting from the gross rents, as and when received by Landlord, the expenses incurred or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration and preparation of the Premises for new tenants, brokers’ commissions, reasonable attorneys’ fees and all other expenses properly chargeable against the Premises and the rental therefrom. It is hereby understood that any such reletting may be for a period shorter or longer than the remaining Term of this Lease but in no event shall Tenant be entitled to receive any excess of such net rents over the sum payable by Tenant to Landlord hereunderliable for, nor shall Tenant Tenant’s obligations hereunder be entitled in diminished by reason of, any suit for failure by Landlord to relet the collection of damages pursuant hereto Premises or any failure by Landlord to a credit in respect of collect any net rents from a rent due upon such reletting, except to the extent that such rents are actually received by Landlord.

Damages. In the event (i) If this Lease is terminated and the Term shall expire and come to an end as provided in Article 17, or by or under the provisions any summary proceeding or any provisions other action or proceeding, or if Landlord shall re-enter the Premises as provided in subsection A of law this Article 18, or by reason or under any summary proceeding or any other action or proceeding, then, in any of default hereunder on said events: (a) Tenant shall pay to Landlord all Rent, additional rent and other charges payable under this Lease by Tenant to Landlord to the part date upon which this Lease and the Term shall have expired and come to an end or to the date of Tenantre-entry upon the Premises by Landlord, as the case may be; (b) Tenant also shall be liable for and shall pay to Landlord, as damages, at the election of Landlord either: any deficiency (areferred to as "Deficiency") The present value of the entire amount of between the Rent reserved in this Lease for the period which otherwise would have become due and payable during constituted the remainder unexpired portion of the Term and the net amount, if any, of rents collected under any reletting effected pursuant to the provisions of subsection A(i) of this Article 18 for any part of such period (first deducting from the rents collected under any such reletting all of Landlord's expenses in connection with the termination of this Lease, or Landlord's reentry upon the Premises and with such reletting including, but not limited to, all repossession costs, brokerage commissions, legal expenses, attorneys' fees and disbursements, alteration costs and other expenses of preparing the Premises for such reletting); any such Deficiency shall be paid in which event monthly installments by Tenant agrees on the days specified in this Lease for payment of installments of Rent, Landlord shall be entitled to pay recover from Tenant each monthly Deficiency as the same at onceshall arise, together with all Rent theretofore dueand no suit to collect the amount of the Deficiency for any month shall prejudice Landlord's right to collect the Deficiency for any subsequent month by a similar proceeding; and (c) whether or not Landlord shall have collected any monthly Deficiencies as aforesaid, at Landlord shall be entitled to recover from Tenant, and Tenant shall pay to Landlord’s address , on demand, in lieu of any further Deficiencies as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or and for liquidated and agreed final damages, but shall merely constitute payment in advance of the Rent for the remainder of said Term. Such present value shall be determined utilizing a discount rate of six (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or (b) Sums sum equal to the amount by which the Rent reserved in this Lease for the period which otherwise would have been payable by Tenant had this Lease not been so terminated, payable upon constituted the due dates therefore following such termination through unexpired portion of the expiration of this Lease. If Landlord at its option shall relet Term exceeds the Premises during said period, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such net rents to be determined by first deducting from the gross rents, as then fair and when received by Landlord, the expenses incurred or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration and preparation reasonable rental value of the Premises for new tenantsthe same period, brokers’ commissionsless the aggregate amount of Deficiencies theretofore collected by Landlord pursuant to the provisions of subsection B(1)(b) of this Article 18 for the same period; if, before presentation of proof of such liquidated damages to any court, commission or tribunal, the Premises, or any part thereof, shall have been relet by Landlord for the period which otherwise would have constituted the unexpired portion of the Term, or any part thereof, the amount of rent reserved upon such reletting shall be deemed, prima facie, to be the fair and reasonable attorneys’ fees and all other expenses properly chargeable against rental value for the part or the whole of the Premises and so relet during the rental therefrom. It is hereby understood that term of the reletting. (ii) If the Premises, or any part thereof, shall be relet together with other space in the Building, the rents collected or reserved under any such reletting may and the expenses of any such reletting shall be equitably apportioned for a period shorter or longer than the remaining Term purposes of this Lease but subsection B. Tenant shall in no event shall Tenant be entitled to receive any excess of rents collected or payable under any reletting, whether or not such net rents over shall exceed the sum payable by Tenant to Landlord hereunder, nor shall Tenant be entitled Rent reserved in any suit this Lease. Solely for the collection purposes of damages pursuant hereto to a credit this Article, the term "Rent" as used in respect subsection B(i) of any net rents from a reletting, except this Article 18 shall mean the Rent in effect immediately prior to the extent that such rents are actually received date upon which this Lease and the Term shall have expired and come to an end, or the date of re-entry upon the Premises by Landlord., as the case may be, adjusted to reflect any increase or decrease pursuant to the provisions of Article 28 hereof for the Comparison Year (as defined in said

Damages. In the event (1) If this Lease is terminated and the Term shall expire and come to an end as provided in Article 15, or by or under the provisions any summary proceeding or any provisions other action or proceeding, or if Landlord shall re-enter the Premises as provided in Subsection A of law this Article, or by reason or under any summary proceeding or any other action or proceeding, then, in any of default hereunder on said events: (a) Tenant shall pay to Landlord all Rent, Additional Rent and other charges payable under this Lease by Tenant to Landlord to the part date upon which this Lease and the Term shall have expired and come to an end or to the date of Tenantre-entry upon the Premises by Landlord, as the case may be; (b) Tenant also shall be liable for and shall pay to Landlord, as damages, at the election of Landlord either: any deficiency (areferred to as “Deficiency”) The present value of the entire amount of between the Rent reserved in this Lease for the period which otherwise would have become due and payable during constituted the remainder unexpired portion of the Term and the net amount, if any, of rents collected under any reletting effected pursuant to the provisions of Subsection A(1) of this Article for any part of such period (first deducting from the rents collected under any such reletting all of Landlord’s expenses in connection with the termination of this Lease, or Landlord’s reentry upon the Premises and with such reletting including, but not limited to, all repossession costs, brokerage commissions, legal expenses, attorneys’ fees and disbursements, alteration costs and other expenses of preparing the Premises for such reletting); any such Deficiency shall be paid in which event monthly installments by Tenant agrees on the days specified in this Lease for payment of installments of Rent, Landlord shall be entitled to pay recover from Tenant each monthly Deficiency as the same at onceshall arise, together with all Rent theretofore due, at and no suit to collect the amount of the Deficiency for any month shall prejudice Landlord’s address right to collect the Deficiency for any subsequent month by a similar proceeding; and (c) whether or not Landlord shall have collected any monthly Deficiencies as provided herein; provided howeveraforesaid, that such payment Landlord shall not constitute a penalty or forfeiture or be entitled to recover from Tenant, and Tenant shall pay to Landlord, on demand, in lieu of any further Deficiencies as and for liquidated and agreed final damages, but shall merely constitute payment in advance of the Rent for the remainder of said Term. Such present value shall be determined utilizing a discount rate of six (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or (b) Sums sum equal to the amount by which the Rent reserved in this Lease for the period which otherwise would have been payable by Tenant had this Lease not been so terminated, payable upon constituted the due dates therefore following such termination through unexpired portion of the expiration of this Lease. If Landlord at its option shall relet Term exceeds the Premises during said period, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such net rents to be determined by first deducting from the gross rents, as then fair and when received by Landlord, the expenses incurred or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration and preparation reasonable rental value of the Premises for new tenantsthe same period (which amounts shall first be discounted to present value at an annual rate of four (4%) percent), brokers’ commissionsless the aggregate amount of Deficiencies theretofore collected by Landlord pursuant to the provisions of Subsection B(1)(b) of this Article for the same period; if, before presentation of proof of such liquidated damages to any court, commission or tribunal, the Premises, or any part thereof, shall have been relet by Landlord for the period which otherwise would have constituted the unexpired portion of the Term, or any part thereof, the amount of rent reserved upon such reletting shall be deemed, prima facie, to be the fair and reasonable attorneys’ fees and all other expenses properly chargeable against rental value for the part or the whole of the Premises and so relet during the rental therefrom. It is hereby understood that term of the reletting. (2) If the Premises, or any part thereof, shall be relet together with other space in the Building, the rents collected or reserved under any such reletting may and the expenses of any such reletting shall be equitably apportioned for a period shorter or longer than the remaining Term purposes of this Lease but Subsection B. Tenant shall in no event shall Tenant be entitled to receive any excess rents collected or payable under any reletting, whether or not such rents shall exceed the Rent reserved in this Lease. Solely for the purposes of this Article, the term “Rent” as used in Subsection B(1) of this Article shall mean the Rent in effect immediately prior to the date upon which this Lease and the Term shall have expired and come to an end, or the date of re-entry upon the Premises by Landlord, as the case may be, adjusted to reflect any increase or decrease pursuant to the provisions of Article 3 hereof for the Comparison Year immediately preceding such net rents over event. Nothing contained in Article 15 or this Article shall be deemed to limit or preclude the sum payable recovery by Landlord from Tenant of the maximum amount allowed to be obtained as damages by any statute or rule of law, or of any sums or damages to which Landlord hereunder, nor shall Tenant may be entitled in any suit for the collection of damages pursuant hereto to a credit in respect of any net rents from a reletting, except addition to the extent that such rents are actually received by Landlorddamages set forth in Subsection B(1) of this Article.

Damages. In the event 26.01. If this Lease is terminated under the provisions of Article 24, or if Landlord shall re-enter the Demised Premises under the provisions of Article 25, or in the event of the termination of this Lease, or of re-entry, by or under any provisions summary dispossess or other proceeding or action of any provision of law by reason of default an Event of Default hereunder on the part of Tenant, Tenant shall pay to Landlord, as damagesin a lump sum, at the election of Landlord either: (a) The present value of the entire an amount of the Rent which would have become due and payable during the remainder of the Term of this Lease, in which event Tenant agrees to pay the same at once, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of the Rent for the remainder of said Term. Such present value shall be determined utilizing a discount rate of six (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or (b) Sums equal to the Fixed Base Rent and Additional Rent payable hereunder which would have been payable by Tenant for the remainder of the Term had this Lease not been so terminated, payable upon or had Landlord not so re-entered the due dates therefore following such termination through Demised Premises, discounted to present value at the expiration rate of this Lease. If four percent (4%) per annum; provided, however, that if Landlord at its option shall relet the Demised Premises during said period, Landlord shall credit Tenant with the net rents (including additional rent) received by Landlord from such reletting, such net rents to be determined by first deducting from the gross rents, rents as and when received by LandlordLandlord from such reletting, the expenses incurred or paid by Landlord in terminating this Lease or in re-entering the Demised Premises and in securing possession thereof, as well as the expenses of reletting, including, without limitation, including altering and preparing the alteration and preparation of the Demised Premises for new tenants, brokers’ commissions, reasonable attorneys’ fees and all other expenses properly chargeable against the Demised Premises and the rental therefrom. It is hereby ; it being understood that any such reletting may be for a period shorter or longer than the remaining Term term of this Lease Lease; but in no event shall Tenant be entitled to receive any excess of such net rents over the sum sums payable by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit for the collection of damages pursuant hereto to this Subsection to a credit in respect of any net rents from a reletting, except to the extent that such net rents are actually received by Landlord. If the Demised Premises or any part thereof should be relet in combination with other space, then proper apportionment on a square foot basis shall be made of the rent received from such reletting and of the expenses of reletting. 26.02. Suit or suits for the recovery of such damages, or any installments thereof, may be brought by Landlord from time to time at its election, and nothing contained herein shall be deemed to require Landlord to postpone suit until the date when the term of this Lease would have expired if it had not been so terminated under the provisions of Article 24, or under any provision of law, or had Landlord not re-entered the Demised Premises. Nothing herein contained shall be construed to limit or preclude recovery by Landlord against Tenant of any sums or damages to which, in addition to the damages particularly provided above, Landlord may lawfully be entitled by reason of any Event of Default hereunder on the part of Tenant. 26.03. In addition to the foregoing and without regard to whether this Lease is terminated, if an Event of Default occurs then Tenant shall pay to Landlord upon demand, all costs and expenses incurred by Landlord, including reasonable attorney’s fees, with respect to any lawsuit instituted or any action taken by Landlord to enforce all or any of the provisions of this Lease after such Event of Default. 26.04. If an Event of Default occurs which results in Landlord's recovering possession of the Demised Premises, Landlord shall utilize commercially reasonable efforts to mitigate its damages. Landlord may relet the Demised Premises or any portion thereof for such term or terms (which may be greater or less than the period which would otherwise have constituted the balance of the Term of this Lease) and on such conditions (which may include concessions or free rent and alterations to the Premises) as Landlord, in its commercially reasonable discretion, may determine; provided, however, that Landlord shall be under no obligation whatsoever to (i) prefer the Demised Premises over any other space in the Building or other properties in the geographic area owned by Landlord or its affiliates which is then available or is expected to become available within the following six (6) months; (ii) accept any lease on terms materially less favorable to Landlord than those contained herein; (iii) accept any lease proposal for less than the then current fair rental value of the Demised Premises, as reasonably determined by Landlord; or (iv) accept any lease with a tenant unless such tenant will be obligated to use the Demised Premises for a use that will not detract from, and will maintain, the reputation of the Building, as determined in Landlord’s sole discretion. Landlord shall in no way be responsible or liable for any failure to relet the Demised Premises or any part thereof, or for any failure to collect any rent due upon such reletting. Landlord need not give Tenant notice of reletting prior to such reletting. 26.05. Landlord waives the right to assert any statutory liens against Tenant’s property. 26.06. This Article 26 shall survive the termination of this Lease.

Damages. In the event this Lease is terminated under the provisions or any provisions of law (i) Damages payable by reason of default hereunder on the part of Tenant, Tenant shall pay Licensee to Landlord, as damages, at the election of Landlord eitherORBIMAGE: (aA) The present value Except as otherwise provided in this Agreement, if prior to the Operational Capability Date of the entire amount Primary Satellite, ORBIMAGE terminates this Agreement for breach by Licensee, then Licensee shall pay damages to ORBIMAGE equal to the lesser of all reasonable and documented costs incurred through the date of termination by ORBIMAGE under this Agreement or [**************]. (B) Except as otherwise provided in this Agreement, if following the Operational Capability Date of the Rent which would have become due Primary Satellite, ORBIMAGE terminates this Agreement for breach by Licensee, then Licensee shall pay damages to ORBIMAGE in an amount equal to [*************], minus any payments made to ORBIMAGE for OrbView-3 and payable during OrbView-4 related services hereunder through the remainder date of the Term termination. Nothing herein shall relieve Licensee of this Lease, in which event Tenant agrees its obligation to pay all invoices that have been delivered, or obligations otherwise accrued, prior to such date of termination. (ii) Damages payable by ORBIMAGE to Licensee: (A) except as otherwise provided in this Agreement, if Licensee terminates this Agreement for breach by ORBIMAGE, then ORBIMAGE shall pay damages to Licensee equal to the same at oncelesser of all reasonable and documented costs incurred through the date of termination by Licensee under this Agreement or [**************]. (iii) All payments for damages under this Section 7 shall be made within thirty (30) days of termination and may be conditioned upon the execution by both parties of a mutually acceptable release. (iv) Notwithstanding anything herein to the contrary, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment neither ORBIMAGE nor Licensee shall not constitute a penalty or forfeiture or liquidated be liable to the other for any damages, but expenses, costs, indemnification or otherwise in the event that this Agreement is terminated pursuant to Sections 4.b., 5.e., 9 or Section 1.c. (v) In no event shall merely constitute payment in advance any liability of either party exceed the Rent amounts provided for the remainder of said Term. Such present value shall be determined utilizing a discount rate of six (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or (b) Sums equal to the Rent which would have been payable by Tenant had this Lease not been so terminated, payable upon the due dates therefore following such termination through the expiration of this Lease. If Landlord at its option shall relet the Premises during said period, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such net rents to be determined by first deducting from the gross rents, as and when received by Landlord, the expenses incurred or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration and preparation of the Premises for new tenants, brokers’ commissions, reasonable attorneys’ fees and all other expenses properly chargeable against the Premises and the rental therefrom. It is hereby understood that any such reletting may be for a period shorter or longer than the remaining Term of this Lease but in no event shall Tenant be entitled to receive any excess of such net rents over the sum payable by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit for the collection of damages pursuant hereto to a credit in respect of any net rents from a reletting, except to the extent that such rents are actually received by Landlord7.d.

Damages. Neither the termination of this Agreement, the repossession of the Leased Property, the failure of Landlord to relet the Leased Property, nor the reletting of all or any portion thereof, shall relieve Tenant of its liability and obligations hereunder, all of which shall survive any such termination, repossession or reletting to the maximum extent permitted by law. In the event this Lease is terminated under the provisions or of any provisions of law by reason of default hereunder on the part of Tenantsuch termination, Tenant shall forthwith pay to Landlord all Rent due and payable with respect to the Leased Property to and including the date of such termination. In addition, Tenant shall forthwith pay to Landlord, at Landlord’s option, as damagesand for liquidated and agreed current damages for Tenant’s default, at the election of Landlord either: (a) The present value Without duplication of payments pursuant to Section 3.5, without termination of Tenant’s rights to possession of the entire amount Leased Property, each installment of Rent and other sums payable to Tenant by Landlord under this Agreement as the Rent which would have become same becomes due and payable during payable, which Rent and other sums shall bear interest at the remainder of Interest Rate from the Term of this Leasedate due until paid or otherwise discharged, in which event Tenant agrees to pay the same at onceand Landlord may enforce, together with all Rent theretofore dueby action or otherwise, at Landlord’s address as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of the Rent for the remainder of said Term. Such present value shall be determined utilizing a discount rate of six (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition other tem or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such defaultAgreement; or (b) Sums equal to the sum of: (i) the unpaid Rent which would have had been payable by Tenant had this Lease not been so terminatedearned at the time of termination, payable upon the due dates therefore following such termination through the expiration of this Lease. If Landlord at its option shall relet the Premises during said period, Landlord shall credit Tenant with the net rents received by Landlord from such repossession or reletting, such net rents to be determined and (ii) the worth at the time of termination, repossession or reletting of the amount by first deducting from which the gross rentsunpaid Rent for the balance of the Term after the time of termination, as and when received by Landlord, the expenses incurred repossession or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of reletting, including, without limitation, exceeds the alteration and preparation of the Premises for new tenants, brokers’ commissions, reasonable attorneys’ fees and all other expenses properly chargeable against the Premises and the rental therefrom. It is hereby understood that any such reletting may be for a period shorter or longer than the remaining Term of this Lease but in no event shall Tenant be entitled to receive any excess amount of such net rents over rental loss that Tenant proves could be reasonably avoided and as reduced for rentals received after the sum payable by Tenant to Landlord hereundertime of termination, nor shall Tenant be entitled in any suit for the collection of damages pursuant hereto to a credit in respect of any net rents from a repossession or reletting, except if and to the extent that required by applicable law, and (iii) any other amount necessary to compensate Landlord for all the detriment proximately caused by Tenant’s failure to perform its obligations under this Agreement or which in the ordinary course of things, would be likely to result therefrom. The worth at the time of termination, repossession or reletting of the amount referred to in subparagraph (ii) is computed by discounting such rents are actually received by Landlordamount at the discount rate of the Federal Reserve Bank of New York at the time of award plus 1%.

Damages. In the event (a) If this Lease is terminated and the Term shall expire and come to an end as provided in Section 18.02 hereof, or by or under the provisions any summary proceeding or any provisions other action or proceeding, or if Landlord shall re-enter the Premises as provided in Section 19.01 then, in any of law said events: (i) Tenant shall pay to Landlord all Rent payable under this Lease by reason Tenant to Landlord to the date upon which this Lease and the Term shall have expired and come to an end or to the date of default hereunder on re-entry upon the part of TenantPremises by Landlord, as the case may be; (ii) Tenant also shall be liable for and shall pay to Landlord, as damages, at the election of Landlord either: any deficiency (areferred to as “Deficiency”) The present value of the entire amount of between the Rent for the period which otherwise would have become due and payable during constituted the remainder unexpired portion of the Term and the net amount, if any, of rents collected under any reletting for any part of such period (first deducting from the rents collected under any such reletting all of Landlord’s reasonable expenses in connection with the termination of this Lease, Landlord’s reentry upon the Premises and with such reletting including, but not limited to, all repossession costs, brokerage commissions, legal expenses, attorneys’ fees and disbursements, alteration costs, contribution to work and other expenses of preparing the Premises for such reletting); any such Deficiency shall be paid in which event monthly installments by Tenant agrees on the days specified in this Lease for payment of installments of Base Rent, Landlord shall be entitled to pay recover from Tenant each monthly Deficiency as the same at onceshall arise, together with all Rent theretofore due, at and no suit to collect the amount of the Deficiency for any month shall prejudice Landlord’s address right to collect the Deficiency for any subsequent month by a similar proceeding; and (iii) whether or not Landlord shall have collected any monthly Deficiency as provided herein; provided howeveraforesaid, that such payment Landlord shall not constitute a penalty or forfeiture or be entitled to recover from Tenant, and Tenant shall pay to Landlord, on demand, in lieu of any further Deficiency as and for liquidated and agreed final damages, but shall merely constitute payment in advance of a sum equal to the amount by which the Rent for the remainder of said Term. Such present value shall be determined utilizing a discount rate of six (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or (b) Sums equal to the Rent period which otherwise would have been payable by Tenant had this Lease not been so terminatedconstituted the unexpired portion of the Term (commencing on the date immediately succeeding the last day with respect to which a Deficiency, payable upon if any, was collected) exceeds the due dates therefore following such termination through the expiration of this Lease. If Landlord at its option shall relet the Premises during said period, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such net rents to be determined by first deducting from the gross rents, as then fair and when received by Landlord, the expenses incurred or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration and preparation reasonable rental value of the Premises for new tenantsthe same period, brokers’ commissionsboth discounted to present worth at the Applicable Rate; if, before presentation of proof of such liquidated damages to any court, commission or tribunal, the Premises, or any part thereof, shall have been relet by Landlord to unrelated third parties on arms-length terms for the period which otherwise would have constituted the unexpired portion of the Term, or any substantial part thereof, the amount of Rent reserved upon such reletting shall be deemed, prima facie, to be the fair and reasonable attorneys’ fees and all other expenses properly chargeable against rental value for the part or the whole of the Premises so relet during the term of the reletting. “Applicable Rate” shall mean the lesser of (x) 2% above the then current Base Rate, and (y) the rental therefrommaximum rate permitted by applicable Law. It is hereby understood that any “Base Rate” shall mean the rate of interest publicly announced from time to time by Citibank, N.A., or its successor, as its “base rate” (or such reletting other term as may be for a period shorter or longer than the remaining Term of this Lease but in no event shall Tenant be entitled used by Citibank, N.A., from time to receive any excess of such net rents over the sum payable by Tenant to Landlord hereundertime, nor shall Tenant be entitled in any suit for the collection of damages pursuant hereto rate presently referred to a credit in respect of any net rents from a reletting, except to the extent that such rents are actually received by Landlordas its “base rate”).

Damages. None of (a) the termination of this Lease pursuant to Section 16.1 hereof, (b) the repossession of the Leased Property, (c) the failure of Landlord to relet the Leased Property, (d) the reletting of all or any portion thereof or (e) the failure of Landlord to collect or receive any rentals due upon any reletting shall relieve Tenant of its liability and obligations hereunder, all of which shall survive such termination, repossession or reletting. In the event this Lease is terminated under the provisions or of any provisions of law by reason of default hereunder on the part of Tenanttermination, Tenant shall forthwith pay to Landlord all Rent due and payable with respect to the Leased Property to and including the date of the termination. At Landlord's option, as and for liquidated and agreed current damages for Tenant's default, Tenant shall also forthwith pay to Landlord, as damages, at the election of Landlord either: (ai) The present value the sum of: (A) the Worth at the Time of the entire amount Award of the amount by which the unpaid Rent which would have become due and payable during been earned after termination until the remainder time of the award exceeds the aggregate Rental Value of the Leased Property for such period, and (B) the Worth at the Time of the Award of the amount by which the unpaid Rent for the balance of the Term after the time of the award exceeds the aggregate Rental Value of the Leased Property for such period, and (C) any other amount necessary to compensate Landlord for all the damage proximately caused by Tenant's failure to perform its obligations under this LeaseLease or which in the ordinary course would be likely to result therefrom; or (ii) without termination of Tenant's right to possession of the Leased Property, in which event Tenant agrees to pay the same at once, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance each installment of the Rent for and other sums payable by Tenant to Landlord under this Lease as the remainder of said Term. Such present value same becomes due and payable, which Rent and other sums shall be determined utilizing a discount rate of six (6%). The acceptance of such payment bear interest at the Overdue Rate from the date when due until paid, and Landlord may enforce, by Landlord shall not constitute a waiver of action or otherwise, any failure of Tenant thereafter occurring to comply with any term, provision, condition other term or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or (b) Sums equal to the Rent which would have been payable by Tenant had this Lease not been so terminated, payable upon the due dates therefore following such termination through the expiration of this Lease. If Landlord at its option shall relet the Premises during said period, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such net rents to be determined by first deducting from the gross rents, as and when received by Landlord, the expenses incurred or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration and preparation of the Premises for new tenants, brokers’ commissions, reasonable attorneys’ fees and all other expenses properly chargeable against the Premises and the rental therefrom. It is hereby understood that any such reletting may be for a period shorter or longer than the remaining Term of this Lease but in no event shall Tenant be entitled to receive any excess of such net rents over the sum payable by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit for the collection of damages pursuant hereto to a credit in respect of any net rents from a reletting, except to the extent that such rents are actually received by Landlord.

Damages. In the event If this Lease is terminated under the provisions or any provisions of law by reason of default hereunder on the part of TenantSection 6.03, Tenant shall pay to Landlord, Landlord as damages, at the election of Landlord Landlord, either: (a) The a sum which, at the time of such termination, represents the then present value (discounted at a rate per annum equal to the Base Rate in effect as of the date of such termination) of the excess, if any, of (1) the aggregate of the Rent which, had this Lease not terminated, would have been payable hereunder by Tenant for the period commencing on the day following the date of such termination to and including the Expiration Date over (2) the aggregate fair rental value of the entire Premises for the same period (for the purposes of this clause (a) the amount of Recurring Additional Charges shall, for each calendar year ending after such termination, be deemed to be an amount equal to the Rent which would have become due and amount of Recurring Additional Charges payable during by Tenant for the remainder of calendar year immediately preceding the Term of this Lease, calendar year in which event Tenant agrees to pay the same at once, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment termination shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of the Rent for the remainder of said Term. Such present value shall be determined utilizing a discount rate of six (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (aoccur), then same shall be Landlord’s sole remedy for such default; or (b) Sums sums equal to the Rent which that would have been payable by Tenant through and including the Expiration Date had this Lease not been so terminated, payable upon the due dates therefore therefor specified in this Lease; provided, that if Landlord shall relet all or any part of the Premises for all or any part of the period commencing on the day following the date of such termination through to and including the expiration of this Lease. If Landlord at its option shall relet the Premises during said periodExpiration Date, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such net rents to be determined by first deducting from the gross rents, rents as and when received by Landlord, Landlord from such reletting the expenses incurred or paid by Landlord in terminating this Lease and in of securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration altering and preparation of preparing the Premises for new tenants, brokers’ commissions, reasonable attorneys’ fees and all other expenses properly chargeable against the Premises and the rental therefrom. It is hereby therefrom in connection with such reletting, it being understood that any such reletting may be for a period equal to or shorter or longer than the remaining Term of this Lease but said period; provided, further, that (i) in no event shall Tenant be entitled to receive any excess of such net rents over the sum sums payable by Tenant to Landlord hereunderunder this Lease, nor (ii) in no event shall Tenant be entitled entitled, in any suit for the collection of damages pursuant hereto to this Section 6.05(b), to a credit in respect of any net rents from a reletting, reletting except to the extent that such net rents are actually received by LandlordLandlord on account of any period that is the subject of such suit, (iii) if the Premises or any part thereof should be relet in combination with other space, then proper apportionment on a square foot rentable area basis shall be made of the rent received from such reletting and of the expenses of reletting, and (iv) Landlord shall have no obligation to so relet the Premises and Tenant hereby waives any right Tenant may have, at law or in equity, to require Landlord to so relet the Premises. Suit or suits for the recovery of any damages payable hereunder by Tenant, or any installments thereof, may be brought by Landlord from time to time at its election, and nothing contained herein shall require Landlord to postpone suit until the date when the Term would have expired but for such termination.

Damages. In the event If this Lease is terminated under the provisions or any provisions of law by reason of default hereunder on the part of TenantLandlord pursuant to Section 21, Tenant shall, nevertheless, remain liable for all rent and damages which may be due or sustained prior to such termination, and all reasonable costs, fees and expenses including, but not limited to, attorneys' fees, costs and expenses incurred by Landlord in pursuit of its remedies hereunder, or in renting the Premises to others from time to time and additional damages (the "Liquidated Damages"), which shall pay be an amount equal to Landlordthe total rent which, as damagesbut for termination of this Lease, at the election of Landlord either: (a) The present value of the entire amount of the Rent which would have become due and payable during the remainder of the Term Term, less the amount of this Leaserent, in if any, which event Tenant agrees Landlord shall receive during such period from others to pay the same at once, together with whom all Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance any part of the Rent for the remainder of said Term. Such present value shall Premises may be determined utilizing a discount rate of six rented (6%). The acceptance of such payment other than any additional rent received by Landlord shall not constitute as a waiver result of any failure of Tenant thereafter occurring such other person to comply with perform any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (aits obligations to Landlord), then same in which case such Liquidated Damages shall be Landlord’s sole remedy computed and payable in monthly installments, in advance on the first day of each calendar month following termination of the Lease and continuing until the date on which the Term would have expired but for such default; or (b) Sums equal termination, and any suit or action brought to collect any such Liquidated Damages for any month shall not in any manner prejudice the Rent which would have been payable right of Landlord to collect any Liquidated Damages for any subsequent month by Tenant had a similar proceeding. If this Lease not been so terminatedis terminated pursuant to Section 21, payable upon the due dates therefore following such termination through the expiration of this Lease. If Landlord at its option shall may relet the Premises during said periodor any part thereof, alone or together with other premises, for such term(s) which may be greater or less than the period which otherwise would have constituted the balance of the Term and on such terms and conditions (which may include concessions, free rent and/or alterations of the Premises) as Landlord, in its sole discretion, may determine, but Landlord shall not be liable for, nor shall Tenant's obligations hereunder be diminished by reason of, any failure by Landlord to relet the Premises or any failure by Landlord to collect any rent due upon such reletting. Notwithstanding anything herein to the contrary, Landlord shall credit mitigate its damages in the event of an Event of Default; provided, however, that Tenant specifically acknowledges and agrees that Landlord shall have the right to exercise its sole discretion in the mitigation of its damages (i.e., Landlord shall not be required to market the Premises in accordance with any particular guidelines and Landlord shall have the net rents received by Landlord from such reletting, such net rents right to be determined by first deducting from the gross rents, as and when received by Landlord, the expenses incurred lease all or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration and preparation any portion of the Premises for new tenants, brokers’ commissions, reasonable attorneys’ fees and all other expenses properly chargeable against the Premises and the rental therefrom. It is hereby understood that on any such reletting may be for a period shorter or longer than the remaining Term of this Lease but in no event shall Tenant be entitled to receive any excess of such net terms and conditions which Landlord desires, including below-market rents over the sum payable by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit for the collection of damages pursuant hereto to a credit in respect of any net rents from a reletting, except to the extent that such rents are actually received by Landlordand above-market concessions).

Damages. In the event 19.1. Should Landlord elect to re-enter, as herein provided, or should it take possession pursuant to legal proceedings or pursuant to any notice provided for by law, it may either terminate this Lease is terminated under or it may from time to time, without terminating this Lease, make such alterations and repairs as may be necessary in order to relet the provisions Premises, and relet the Premises (or any provisions one of law them) or any part thereof for such term or terms (which may be for a term extending beyond the term of this Lease) and at such rental or rentals and upon such other terms and conditions as Landlord in its sole discretion may deem advisable. Upon each such reletting all rentals and other sums received by reason Landlord from such reletting shall be applied, first, to the payment of default any indebtedness other than Rent due hereunder on from Tenant to Landlord; second, to the part payment of Tenantany costs and expenses of such reletting, including reasonable brokerage fees and attorneys' fees and of costs of such alterations and repairs; third, to the payment of Rent and other charges due and unpaid hereunder; and the residue, if any, shall be held by Landlord and applied in payment of future Rent as the same may become due and payable hereunder. If such Rent and other sums received from such reletting during any month are less than that to be paid during that month by Tenant hereunder, Tenant shall pay such deficiency to Landlord. Such deficiency shall be calculated and paid monthly. Tenant shall in no event be entitled to any rent collected or payable upon any reletting, as damageswhether or not such rent shall exceed the Rent due in this Lease. No such re-enter or taking possession of the Premises by Landlord shall constitute an election on its part to terminate this Lease unless a written notice of such intention is given to Tenant or unless the termination thereof is decreed by a Court of competent jurisdiction. Notwithstanding any such reletting without termination, Landlord may at any time thereafter elect to terminate this Lease for such previous breach. Should Landlord at any time terminate this Lease for any breach, in addition to any other remedies it may have, it may recover from Tenant all damages incurred by Landlord by reason of Tenant's default, including (i) the worth at the election of Landlord either: (a) The present value time of the entire award of the unpaid Rent and other charges which Landlord had earned at the time of the termination; (ii) the worth at the time of the award of the amount by which the unpaid Rent and other charges which Landlord would have earned after termination until the time of the award exceeds the amount of such rental loss that Tenant proves Landlord could have reasonably avoided; (iii) the worth at the time of the award of the amount by which the unpaid Rent and other charges which Tenant would have become due and payable during paid for the remainder balance of the Term of this LeaseLease after the time of award exceeds the amount of such rental loss that Tenant proves Landlord could have reasonably avoided; (iv) any other amount necessary to compensate Landlord for all the detriment proximately caused by Tenant's failure to perform its obligations under this Lease or which would be likely to result therefrom, in which event Tenant agrees to pay the same at once, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damagesincluding, but shall merely constitute payment not limited to, any costs or expenses Landlord incurs in advance maintaining or preserving the Premises after such Event of Default, the cost of recovering possession of the Rent for the remainder of said Term. Such present value shall be determined utilizing a discount rate of six (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any termPremises, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or (b) Sums equal to the Rent which would have been payable by Tenant had this Lease not been so terminated, payable upon the due dates therefore following such termination through the expiration of this Lease. If Landlord at its option shall relet the Premises during said period, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such net rents to be determined by first deducting from the gross rents, as and when received by Landlord, the expenses incurred or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of reletting, including, without limitation, necessary renovation or alteration of the alteration Premises, Landlord's reasonable attorneys' fees incurred in connection therewith, and preparation any real estate commission paid or payable in connection with the reletting of the Premises for new tenants, brokers’ commissions, reasonable attorneys’ fees and all other expenses properly chargeable against the Premises and the rental therefrom. It is hereby understood that any such reletting may be for a period shorter or longer than the remaining Term of this Lease but in no event shall Tenant be entitled to receive any excess of such net rents over the sum payable by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit for the collection of damages pursuant hereto to a credit in respect of any net rents from a reletting, except to the extent that such rents are actually received by Landlord.; and (v) any Prepayment Premium incurred in connection with such Event of Default or as a result thereof. As used herein, the "worth at the time of the award" is computed by allowing interest on unpaid amounts at the Default Interest Rate per annum, or such lesser amount as may then be the maximum lawful rate. If Tenant has abandoned the Premises, Landlord shall have the option of (i) retaking possession of the

Damages. In the event 26.01. If this Lease is terminated under the provisions of Article 24, or if Landlord shall re-enter the Demised Premises under the provisions of Article 25, or in the event of the termination of this Lease, or of re-entry, by or under any provisions summary dispossess or other proceeding or action of any provision of law by reason of default hereunder on the part of Tenant, Tenant shall pay to Landlord, Landlord as damages, at the election of Landlord either: (a) The present value of the entire amount of the Rent which would have become due and payable during the remainder of the Term of this Lease, in which event Tenant agrees to pay the same at once, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of the Rent for the remainder of said Term. Such present value shall be determined utilizing a discount rate of six (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or (b) Sums damages sums equal to the Rent fixed rent and the additional rent (as above presumed) payable hereunder which would have been payable by Tenant had this Lease not been so terminated, or had Landlord not so re-entered the Demised Premises, payable upon the due dates therefore therefor specified herein following such termination through or such re-entry and until the expiration of this Lease. If Expiration Date, provided, however, that if Landlord at its option shall relet the Demised Premises during said period, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such net rents to be determined by first deducting from the gross rents, rents as and when received by LandlordLandlord from such reletting, the expenses incurred or paid by Landlord in terminating this Lease or in re-entering the Demised Premises and in securing possession thereof, as well as the expenses of reletting, including, without limitation, including altering and preparing the alteration and preparation of the Demised Premises for new tenants, brokers’ ' commissions, reasonable attorneys’ fees and all other expenses properly chargeable against the Demised Premises and the rental therefrom. It is hereby ; it being understood that any such reletting may be for a period shorter or longer than the remaining Term term of this Lease Lease; but in no event shall Tenant be entitled to receive any excess of such net rents over the sum sums payable by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit for the collection of damages pursuant hereto to this Subsection to a credit in respect of any net rents from a reletting, except to the extent that such net rents are actually received by Landlord. Damages shall also include the unamortized portion of the cost of Landlord's Work and any brokerage fees or commissions paid by Landlord. If the Demised Premises or any part thereof should be relet in combination with other space, then proper apportionment on a square foot basis shall be made of the rent received from such reletting and of the expenses of reletting. If the Demised Premises or any part thereof to be relet by Landlord for the unexpired portion of the term of this Lease, or any part thereof, before presentation of proof of such damages to any court, commission or tribunal, the amount of rent reserved upon such reletting shall, prima facie, be the fair and reasonable rental value for the Demised Premises, or part thereof, so relet during the term of the reletting. Landlord agrees that it shall exert commercially reasonable efforts to mitigate damages by attempting to relet the Demised Premises. However, in the exercise of such efforts, Tenant acknowledges that Landlord shall have no obligation to Tenant to offer the Demised Premises, or any part thereof, in any manner, shape, form, or pursuant to any program different from any other space in any building owned by Landlord in the Metro Park Complex then sought to be leased by Landlord. 26.02. Suit or suits for the recovery of such damages, or any installments thereof, may be brought by Landlord from time to time at its election, and nothing contained herein shall be deemed to require Landlord to postpone suit until the date when the term of this Lease would have expired if it had not been so terminated under the provisions of Article 24, or under any provision of law, or had Landlord not re-entered the Demised Premises. Nothing herein contained shall be construed to limit or preclude recovery by Landlord against Tenant of any sums or damages to which, in addition to the damages particularly provided above, Landlord may lawfully be entitled by reason of any default hereunder on the part of Tenant. Nothing herein contained shall be construed to limit or prejudice the right of Landlord to seek and obtain as liquidated damages by reason of the termination of this Lease or re-entry on the Demised Premises for the default of Tenant under this Lease, an amount equal to the maximum allowed by any statute or rule of law in effect at the time when, and governing the proceedings in which, such damages are to be proved whether or not such amount be greater, equal to, or less than any of the sums referred to in Section 26.01. Except with respect to the amount of fixed rent or Tenant's finally determined Proportionate Share of Operating Expenses (which shall be governed by Article 5), any payment by Tenant may be accompanied by a letter from Tenant protesting such payment or reserving its rights under the Lease with respect to such payment. Any such protest or reservation must be made along with the payment and must be detailed and specific as to the nature of such protest or reservation. If Tenant fails to implement litigation proceedings within ninety (90) days of its reservation or protest, Tenant shall be deemed to have waived its protest and reservation. If Landlord accepts, or is otherwise as a result of litigation, required to reimburse or repay Tenant in connection with such reservation or protest, such reimbursement shall be accompanied by interest at First Union Prime Plus 2.5% per annum, which shall run from the date of protest through the date of payment by Landlord. 26.03. In addition to the foregoing and without regard to whether this Lease is terminated, Tenant shall pay to Landlord upon demand, all costs and expenses incurred by Landlord, including reasonable attorney's fees, with respect to any lawsuit instituted or defended or any action taken by Landlord to enforce all or any of the provisions of this Lease to the extent Landlord is successful. Landlord agrees that, if, after implementing proceedings or litigation, Tenant is successful therein, then Landlord shall pay Tenant's reasonable costs and expenses, including reasonable attorney fees.

Damages. In Lessor's damages, in the event this Lease is terminated under the provisions or any provisions of law by reason of default by Lessee, shall include (in addition to all other damages available to Lessor under applicable law): (i) the due and unpaid balance of Rental Payments and all other amounts payable hereunder on plus late charges and interest due under Paragraph 5(c) (but not more than the part maximum rate permitted by law) for the period after the date such payments were due, (ii) the aggregate of Tenantall remaining Rental Payments through the end of the Noncancellable Term of each Schedule, Tenant shall pay discounted to Landlord, as damages, present value at the election Discount Rate, (iii) the Residual Value (unless the Equipment is returned to Lessor in the condition required by Section 18), discounted to present value at the Discount Rate, (iv) any indemnification payments due hereunder plus interest at a rate equal to the lesser of Landlord either1.5% per month or the maximum rate permitted by law for the period after the date such payments were due, (v) reasonable costs of repossession, recovery, storage and repairs and of lease or sale to a third party, plus (vi) all other reasonable expenses including court costs and reasonable attorneys' fees and expenses. Lessor's obligation to mitigate said damages and any reduction of the amounts due to Lessor shall be limited as follows: (a) The present value Lessor shall make best efforts to mitigate its damages by re-leasing the Equipment to a third party, and any rentals received in consideration for such third party's use of said Equipment during any period of the entire amount Noncancellable Term of the Rent which any Schedule shall be applied only to that portion of Lessor's damages resulting from loss of rentals that Lessor would have become due and payable received from Lessee during the remainder of the Term of this Lease, same period had Lessee not become in which event Tenant agrees to pay the same at once, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, that default. Amounts received from such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of the Rent for the remainder of said Term. Such present value third party shall be determined utilizing applied in mitigation of Lessor's damages only to the extent such amounts are payable in connection with such third party's periodic rental obligations as specified in the preceding sentence; in no event shall any other amount received from such third party, including without limitation as a discount rate security deposit or as an advance on periodic rental obligations, be applied in mitigation of six (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; orLessor's damages hereunder. (b) Sums equal Lessor shall have no obligation to the Rent which would have been payable by Tenant had this Lease not been so terminated, payable upon the due dates therefore following such termination through the expiration of this Lease. If Landlord at its option shall relet the Premises during said period, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such net rents to be determined by first deducting from the gross rents, as and when received by Landlord, the expenses incurred or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration and preparation sell any of the Premises for new tenantsEquipment; however, brokers’ commissions, reasonable attorneys’ fees and all other expenses properly chargeable against the Premises and the rental therefrom. It is hereby understood that any such reletting may be for amounts received from a period shorter or longer than the remaining Term of this Lease but in no event shall Tenant be entitled to receive any excess of such net rents over the sum payable by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit for the collection of damages pursuant hereto sale to a credit third party shall be applied to Lessor's damages as specified in respect of any net rents from a reletting, except to the extent that such rents are actually received by Landlordthis Paraxxxxx 00.

Damages. In the event If this Lease is terminated under by Landlord pursuant to Section 19(b)(2), the provisions Tenant nevertheless shall remain liable for any Annual Base Rent and Additional Rent and damages which may be due or any provisions sustained by Landlord and all reasonable costs, fees and expenses including, but not limited to, attorney's fees, costs and expenses incurred by Landlord in pursuit of law by reason of default hereunder on its remedies hereunder, or in renting the part of TenantPremises to others from time to time (all such Annual Base Rent and Additional Rent, Tenant shall pay damages, costs, fees and expenses being referred to Landlordherein as "Termination Damages") and additional damages (the "Liquidated Damages"), as damageswhich, at the election of Landlord either: Landlord, shall be an amount equal to the present worth (a) The present value as of the entire amount date of the such termination) of Annual Base Rent which and Additional Rent which, but for termination of this Lease, would have become due and payable during the remainder of the Term Term, less the fair rental value of this Leasethe Demised Premises, as determined by an independent real estate appraiser named by Landlord, in which event Tenant agrees to pay the same at once, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, that case such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of the Rent for the remainder of said Term. Such present value Liquidated Damages shall be determined utilizing payable to Landlord in one lump sum on demand and shall bear interest at the Default Rate until paid. For purposes of this paragraph, "present worth" shall be computed by discounting such amount to present worth at a discount rate then in effect at the Federal Reserve Bank nearest to the location of six the Shopping Center. If this Lease is terminated pursuant to Section 19(b)(2), Landlord may relet the Demised Premises or any part thereof, alone or together with other premises, for such term or terms (6%). The acceptance which may be greater or less than the period which otherwise would have constituted the balance of the Term) and on such payment by terms and conditions (which may include concessions of free rent and alterations of the Demised Premises) as Landlord, in its absolute discretion, may determine, but Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or (b) Sums equal to the Rent which would have been payable by Tenant had this Lease not been so terminated, payable upon the due dates therefore following such termination through the expiration of this Lease. If Landlord at its option shall relet the Premises during said period, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such net rents to be determined by first deducting from the gross rents, as and when received by Landlord, the expenses incurred or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration and preparation of the Premises for new tenants, brokers’ commissions, reasonable attorneys’ fees and all other expenses properly chargeable against the Premises and the rental therefrom. It is hereby understood that any such reletting may be for a period shorter or longer than the remaining Term of this Lease but in no event shall Tenant be entitled to receive any excess of such net rents over the sum payable by Tenant to Landlord hereunderliable for, nor shall Tenant the Tenant's obligations hereunder be entitled in diminished by reason of, any suit for failure by Landlord to relet the collection of damages pursuant hereto Demised Premises or any failure by Landlord to a credit in respect of collect any net rents from a rent due upon such reletting, except to the extent that such rents are actually received by Landlord.

Damages. In the event A. If this Lease lease is terminated under the provisions or any provisions of law by reason of default hereunder on the part of TenantLandlord pursuant to Section 16.2C, Tenant nevertheless shall pay remain liable for any rental and damages which may be due or sustained prior to Landlordsuch termination, as and all reasonable costs, fees and expenses incurred by Landlord in pursuit of its remedies hereunder, or in renting the premises to others from time to time (all such rental, damages, at costs, fees and expenses being referred to herein as "termination damages") and additional damages (the election "liquidated damages") equal to the rental which, but for termination of Landlord either: (a) The present value of the entire amount of the Rent which this lease, would have become due and payable during the remainder of the Term term, less the amount of this Leaserental, in if any, which event Tenant agrees Landlord may receive during such period from others to pay whom the same at once, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of the Rent for the remainder of said Term. Such present value shall premises may be determined utilizing a discount rate of six rented (6%). The acceptance of such payment other than any additional rental received by Landlord shall not constitute as a waiver result of any failure of Tenant thereafter occurring such other person to comply with perform any term, provision, condition or covenant of its obligations to Landlord). B. Termination damages shall be due and payable immediately upon demand by Landlord following any termination of this Lease. IF Landlord elects the remedy given in this lease pursuant to Section 16.1 (a), then same 16.2C. Liquidated damages shall be Landlord’s sole remedy computed and payable in monthly installments, in advance, on the first day of each calendar month following termination of the lease and continuing until the date on which the term would have expired but for such default; ortermination. Any suit or action brought to collect any liquidated damages for any month shall not, in any manner, prejudice the right of Landlord to collect any liquidated damages for any subsequent month by a similar proceeding. C. If this lease is terminated pursuant to Section 16.2 C, Landlord may relet the premises, or any part thereof, alone or together with other premises, for such term or terms (bwhich may be greater or less than the period which otherwise would have constituted the balance of the term) Sums and on such terms and conditions (which may include rent concessions, or free rent and alterations of the premises) as Landlord, in its uncontrolled discretion, may determine but Landlord shall not be liable for, nor shall Tenant's obligations hereunder, be diminished by reason of, any failure by Landlord to relet, or to attempt to relet, the premises or any failure of Landlord to collect any rent due upon such reletting. D. Whether or not Landlord shall have collected any monthly deficiencies as aforesaid, Landlord shall, at its sole option, be entitled to recover from Tenant, and Tenant shall pay Landlord, on demand, as and for total liquidated and agreed final damages, a sum equal to the Rent amount by which the rental payable hereunder for the period which otherwise would have been payable by Tenant had this Lease not been so terminated, payable upon constituted the due dates therefore following such termination through unexpired portion of the expiration term (conclusively presuming the annual basic rental to be the amount arrived at pursuant to the calculation set forth in section 16.4 A above) exceeds the then fair and reasonable rental value of this Lease. If Landlord at its option shall relet the Premises during said premises for the same period, Landlord both discounted to present worth at the rate of 10% per annum. If, before presentation of proof of such total liquidated damages to any court, commission or tribunal, the premises, or any part thereof, shall credit Tenant with the net rents received have been relet by Landlord from for the period which otherwise would have constituted the unexpired portion of the term, or any part thereof, the amount of rental upon such relettingreletting shall be deemed, such net rents prima facie, to be determined by first deducting from the gross rents, as fair and when received by Landlord, reasonable rental value for the expenses incurred part or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration and preparation whole of the Premises for new tenants, brokers’ commissions, reasonable attorneys’ fees and all other expenses properly chargeable against premises so relet during the Premises and term of the rental therefrom. It is hereby understood that any such reletting may be for a period shorter or longer than the remaining Term of this Lease but in no event shall Tenant be entitled to receive any excess of such net rents over the sum payable by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit for the collection of damages pursuant hereto to a credit in respect of any net rents from a reletting, except to the extent that such rents are actually received by Landlord.

Damages. In the event of the termination of this Lease is terminated under the provisions Lease, or of reentry by summary proceedings, ejectment or by any provisions of law suitable action or proceeding at law, or by agreement, by reason of default Event of Default hereunder on the part of TenantTenant or Xxxxxx’s abandonment of the Premises, Tenant shall pay to Landlord, Landlord as damages, at the election of Landlord Landlord, either: (a) The present value of the entire amount of the Rent which would have become due and payable during the remainder of the Term of this Lease, in which event Tenant agrees to pay the same at once, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of the Rent for the remainder of said Term. Such present value shall be determined utilizing a discount rate of six (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or (b) Sums sums equal to the Fixed Rent and the Additional Rent payable hereunder which would have been payable by Tenant had this Lease not been so terminated, or had Landlord not so reentered the Premises, payable monthly, in advance, but otherwise upon the due dates therefore terms therefor specified herein following such termination through or such reentry and until the expiration conclusion of this Lease. If the Term, provided, however, that if Landlord at its option shall relet re-let the Premises or any portion or portions thereof during said period, Landlord shall credit Tenant with the net rents received by Landlord from such relettingre-letting, such net rents to be determined by first deducting from the gross rents, rents as and when received by LandlordLandlord from such re-letting, the expenses incurred or paid by Landlord in terminating this the Lease or in reentering the Premises, including reasonable attorneys’ fees, and in securing possession thereof, as well as the reasonable expenses of relettingre-letting, including, without limitation, the alteration including altering and preparation of preparing the Premises or any portion or portions thereof for new tenants, brokers’ commissions, reasonable attorneys’ fees advertising expenses, and all other reasonable expenses properly chargeable against the Premises and the rental therefrom. It is hereby ; it being understood that any such reletting re-letting may be for a period shorter or longer than the remaining Term term of this Lease Lease, but in no event shall Tenant be entitled to receive any excess of such net rents over the sum sums payable by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit for the collection of damages pursuant hereto to this subsection to a credit in respect of any net rents from a relettingre-letting, except to the extent that such net rents are actually received by Landlord. If the Premises or any part thereof should be re-let in combination with other space, then proper apportionment shall be made of the rent received from such re-letting and of the expenses of re-letting, and Landlord shall have the right to grant reasonable rent concessions to attract one or more new tenants and to permit the term of any new lease covering part or all of the Premises to be for a shorter or longer period than provided for herein; or (b) On demand, a liquidated sum which at the time of such termination of this Lease or at the time of any such reentry by Landlord, as the case may be, represents the present value of the aggregate of the Fixed Rent and the Additional Rent payable hereunder which would have been payable by Xxxxxx (conclusively presuming the Additional Rent to be the same as was payable for the year immediately preceding such termination) for the period commencing with such earlier termination of this Lease or the date of such reentry, as the case may be, and ending with the conclusion of the Term, had this Lease not so terminated or had Landlord not so reentered the Premises, less the amount of any Rent received by Landlord from re-letting the Premises during the remainder of the Term. For purposes of this Section 13.2(b), present value shall be computed by the application of a discount rate equal to the yield on U.S. Treasury Securities, issued as of the date the Lease terminates, or if none issue on that date, the next closest date thereafter, having a term that most nearly coincides with the unexpired portion of the Term.

Damages. In the event this Lease is terminated under the provisions or Upon any provisions Event of law by reason of default hereunder on the part of TenantDefault, Tenant shall pay remain liable to Landlord, as damages, at the election of Landlord either: for the following amounts: (a) The present value any Rent of the entire amount of the Rent any kind whatsoever which would may have become due and payable with respect to the period in the Term which has already expired, (b) any rental abatements or other free-rent concessions extended to Tenant under the Lease, (c) all Rent which becomes due during the remainder of the Term Term, (d) all costs, fees and expenses incurred by Landlord in leasing the Premises to others from time to time, including but not limited to leasing commissions, construction and other build-out costs, design and permitting costs and the like, and (e) all costs, fees and expenses incurred by Landlord in pursuit of this Leaseits remedies hereunder, in which event Tenant agrees including but not limited to pay the same reasonable attorneys' fees and court costs. All such amounts shall be due and payable immediately upon demand by Landlord and shall bear interest at once, together with all Rent theretofore due18% per annum until paid. Furthermore, at Landlord’s address as provided herein; provided however's option, that such payment Tenant shall not constitute a penalty or forfeiture or liquidated damagesbe obligated to pay, but shall merely constitute payment in advance lieu of item (c) above in this Section 14.04, an amount (the "Substitute Amount") which is equal to the present value of all Rent for which would become due during the remainder of said the Term. Such , including all Additional Rent which shall be deemed to continue and increase over such remainder of the Term at the average rate of increase occurring over the then-expired portion of the Term, with such present value shall be determined utilizing a discount rate of six (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or (b) Sums equal to the Rent which would have been payable by Tenant had this Lease not been so terminated, payable upon the due dates therefore following such termination through the expiration of this Lease. If Landlord at its option shall relet the Premises during said period, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such net rents to be determined by first deducting discounting at an annual rate of interest which is equal to the bond-equivalent yield for the most recent auction of U.S. Treasury Bills with a 1-year maturity. Provided that the Substitute Amount is actually paid in full to Landlord and the Premises are surrendered by Tenant, Landlord shall affirmatively list the Premises with its broker as available for lease (to the extent Landlord's contract with such broker does not already apply to all vacant space at the Building), and Tenant shall receive a reduction and reimbursement of all such amounts which is equal to the amount of any rent actually received from others to whom the gross rentsPremises may be rented during the remainder of the original Term. Tenant and Landlord acknowledge and agree that payment to Landlord of the foregoing Substitute Amount, as and when received together with the corresponding reduction by Landlordreimbursement to Tenant of any rent paid by substitute tenants, are a reasonable forecast of the expenses incurred or paid actual damages which will be suffered by Landlord in terminating this Lease case of an Event of Default by Tenant, which actual damages are otherwise difficult or impossible to ascertain, and in securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration therefore such payment and preparation of the Premises for new tenants, brokers’ commissions, reasonable attorneys’ fees reimbursement together constitute liquidated damages and all other expenses properly chargeable against the Premises and the rental therefromnot a penalty. It is hereby understood that Any suit or action brought by Landlord to collect any such reletting may be for a period shorter liquidated damages shall not in any manner prejudice any other rights or longer than the remaining Term remedies of this Lease but in no event shall Tenant be entitled to receive any excess of such net rents over the sum payable by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit for the collection of damages pursuant hereto to a credit in respect of any net rents from a reletting, except to the extent that such rents are actually received by Landlord.

Damages. In the event this Lease is terminated under the provisions or any provisions of law by reason of default hereunder on the part of Tenant, Tenant shall pay to Landlord, as damages, at the election of Landlord either: (a) The present value parties agree that in the event SELLER breaches the ------- restrictions set forth in Section 4 hereof, BUYER will be damaged in an amount that may be difficult to measure and the parties agree that the appropriate measure of fully liquidated damages in such event would be 24 times the entire amount average monthly income received by BUYER with respect to each Designated Merchants or Acquired Agents, as the case may be, which is the subject of such breach with respect to the Rent which would have become due and payable during the remainder of the Term of this Lease, in which event Tenant agrees to pay the same at once, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, last three months that such payment shall not constitute a penalty merchant received services from BUYER and/or BUYER' successors or forfeiture assignees or liquidated damageswith respect to the last three months that such agent's cumulative merchants received services from BUYER and/or BUYER's successors or assignees, but shall merely constitute payment in advance of as the Rent for the remainder of said Term. Such present value shall be determined utilizing a discount rate of six (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; orcase may be. (b) Sums equal SELLER further agrees to indemnify, defend, save and hold BUYER harmless from and against any and all claims, loss, damage, expense, liability or judgments (including attorneys fees and costs) arising from or related to (i) any other breach or violation by SELLER of the Rent which would have been payable by Tenant had this Lease not been so terminated, payable upon the due dates therefore following such termination through the expiration terms and provisions of this Lease. If Landlord at its option shall relet the Premises during said periodAgreement, Landlord shall credit Tenant (ii) any brokers fees or charges sought by any party in connection with the net rents received by Landlord from such relettingtransactions contemplated herein, such net rents and (iii) any practices of SELLER and/or its agents or representatives that involve elements of fraud or that may be deemed to be determined by first deducting from the gross rents, as and when received by Landlord, the expenses incurred potentially injurious to BUYER or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration and preparation of the Premises for new tenants, brokers’ commissions, reasonable attorneys’ fees and all other expenses properly chargeable against the Premises and the rental therefromits successor or assignees. It is hereby understood that any such reletting may be for a period shorter or longer than the remaining Term of this Lease but in no event BUYER shall Tenant also be entitled to receive recover interest computed at eighteen (18%) percent per annum on any excess of such net rents over the sum payable by Tenant to Landlord amounts due from SELLER hereunder, nor shall Tenant be entitled in to the extent such amounts are not paid within ten (10) days after demand by BUYER. (c) In addition, SELLER will pay any suit for reasonable attorney fees associated with the cost of the collection of damages pursuant hereto the foregoing damages. Without prejudice to a credit any other right or remedy which may be available to BUYER, to the maximum extent permitted by law, BUYER shall have the right to set-off against and deduct from any payments due from BUYER to SELLER any loss or damage suffered by BUYER in respect the event of any net rents from a reletting, except to the extent that such rents are actually received breach by LandlordSELLER of any of SELLER's obligations under this Agreement.

Damages. Neither (a) the termination of this Lease, (b) the ------- repossession of the Leased Property, (c) the failure of Landlord to relet the Leased Property, nor (d) the reletting of all or any portion thereof, shall relieve Tenant of its liability and obligations hereunder, all of which shall survive any such termination, repossession or reletting. In the event this Lease is terminated under the provisions or of any provisions of law by reason of default hereunder on the part of Tenantsuch termination, Tenant shall forthwith pay to Landlord all Rent due and payable with respect to the Leased Property to and including the date of such termination. Tenant shall forthwith pay to Landlord, at Landlord's option, as damagesand for liquidated and agreed current damages for Tenant's default, at the election of Landlord either: (a1) The present value Without termination of Tenant's right to possession of the entire amount Leased Property, each installment of Rent and other sums payable by Tenant to Landlord under the Lease as the same becomes due and payable, which Rent and other sums shall bear interest at the Overdue Rate, and Landlord may enforce, by action or otherwise, any other term or covenant of this Lease; or (2) the sum of: (A) the unpaid Rent which had been earned at the time of termination, repossession or reletting, and (B) the worth at the time of termination, repossession or reletting of the amount by which the unpaid Rent which would have become due and payable during for the remainder balance of the Term after the time of termination, repossession or reletting, exceeds the amount of such rental loss that Tenant proves could be reasonably avoided, and (C) any other amount necessary to compensate Landlord for all the detriment proximately caused by Tenant's failure to perform its obligations under this Lease or which in the ordinary course of things, would be likely to result therefrom. The worth at the time of termination, repossession or reletting of the amount referred to in subparagraph (B) is computed by discounting such amount at the discount rate of the Federal Reserve Bank of New York at the time of award plus 1%. Rent for the purposes of this Lease, in which event Tenant agrees Section 16.3 shall be a sum equal to pay (i) the same at once, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance average of the annual amounts of the Rent for the remainder of said Term. Such present value shall be determined utilizing a discount rate of six three Fiscal Years immediately preceding the Fiscal Year in which the termination, re-entry or repossession takes place, or (6%). The acceptance of such payment by Landlord ii) if three Fiscal Years shall not constitute a waiver have elapsed, the average of any failure of Tenant thereafter occurring to comply with any termthe Rent during the preceding Fiscal Years during which the Lease was in effect, provisionor (iii) if one Fiscal Year has not elapsed, condition or covenant the amount derived by annualizing the Rent from the effective date of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or (b) Sums equal to the Rent which would have been payable by Tenant had this Lease not been so terminated, payable upon the due dates therefore following such termination through the expiration of this Lease. If Landlord at its option shall relet the Premises during said period, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such net rents to be determined by first deducting from the gross rents, as and when received by Landlord, the expenses incurred or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration and preparation of the Premises for new tenants, brokers’ commissions, reasonable attorneys’ fees and all other expenses properly chargeable against the Premises and the rental therefrom. It is hereby understood that any such reletting may be for a period shorter or longer than the remaining Term of this Lease but in no event shall Tenant be entitled to receive any excess of such net rents over the sum payable by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit for the collection of damages pursuant hereto to a credit in respect of any net rents from a reletting, except to the extent that such rents are actually received by Landlord.

Damages. Neither (i) the termination of this Lease pursuant to Section 16.1, (ii) the repossession of the Leased Properties, (iii) the failure of Landlord to relet the Leased Properties, (iv) the reletting of all or any portion thereof, nor (v) the failure of Landlord to collect or receive any rentals due upon such any reletting, shall relieve Tenant of its liability and obligations hereunder, all of which shall survive any such termination, repossession or reletting. In the event this Lease is terminated under the provisions or any provisions of law by reason of default hereunder on the part of TenantLandlord, Tenant shall forthwith pay to Landlord all Rent due and payable with respect to the Leased Properties to and including the Termination Date, including without limitation all interest and late charges payable under Section 3.3 hereof with respect to any late payment of such Rent. Tenant shall also pay to Landlord, as liquidated damages, at the election of Landlord Landlord’s option, either: (aA) The present value sum of: A request for confidential treatment has been made with respect to portions of this document that are marked ‘[*****]’. The redacted portions have been filed separately with the SEC. 67 Master Lease (OHI - Diversicare) Derwent – 9.25.18 (i) Landlord’s Interim Rent Loss, minus Net Reletting Proceeds for such period, and minus the portion of Landlord’s Interim Rent Loss, if any, that Tenant prove could reasonably have been mitigated by Landlord, plus (ii) the Present Value on the Judgment Date of Landlord’s Future Rent Loss, assuming the Cost of Living Index were to increase four (4) percentage points per Lease Year from the Judgment Date through the Expiration Date, minus the Present Value on the Termination Date of the entire amount portion of the Rent which would have become due and payable during the remainder of the Term of this Lease, in which event Tenant agrees to pay the same at once, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, Future Rent Loss that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of the Rent for the remainder of said Term. Such present value shall Tenant proves could reasonably be determined utilizing a discount rate of six (6%). The acceptance of such payment mitigated by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or (bB) Sums equal to Each month between the Termination Date and the Expiration Date, Landlord’s Monthly Rent which would Loss, minus the Net Reletting Proceeds for such month, and minus the portion, if any, of Landlord’s Monthly Rent Loss that Tenant proves could reasonably have been avoided. Any suit brought to recover liquidated damages payable by Tenant had under this Lease subsection “(B)” shall not been so terminated, payable upon the due dates therefore following such termination through the expiration of this Lease. If Landlord at its option shall relet the Premises during said period, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such net rents prejudice Landlord’s right to be determined by first deducting from the gross rents, as and when received by Landlord, the expenses incurred or paid by Landlord collect liquidated damages for subsequent months in terminating this Lease and in securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration and preparation of the Premises for new tenants, brokers’ commissions, reasonable attorneys’ fees and all other expenses properly chargeable against the Premises and the rental therefrom. It is hereby understood that any such reletting may be for a period shorter or longer than the remaining Term of this Lease but in no event shall Tenant be entitled to receive any excess of such net rents over the sum payable by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit for the collection of damages pursuant hereto to a credit in respect of any net rents from a reletting, except to the extent that such rents are actually received by Landlordsimilar proceeding.

Damages. In the event If this Lease is terminated under the provisions or any provisions of law by reason of default hereunder on the part of TenantLandlord pursuant to Section 17.2., Tenant nevertheless shall pay remain liable for (a) any Rental and damages which may be due or sustained prior to Landlordsuch termination, as damages(b) all reasonable costs, fees and expenses including, but not limited to, reasonable attorneys' fees incurred by Landlord in pursuit of its remedies hereunder, or in renting the Premises to others from time to time and (c) additional damages (the "Future Rental Damages"), which, at the election of Landlord shall be either:: 24 (ai) The present value an amount equal to the Rental which, but for termination of the entire amount of the Rent which this Lease, would have become due and payable during the remainder of the Term, less the amount of Rental, if any, which Landlord shall receive during such period from others to whom the Premises may be rented (other than any Additional Rental received by Landlord as a result of any failure of such other person to perform any of its obligations to Landlord), in which case such Future Rental Damages shall be computed and payable in monthly installments, in advance, on the first day of each calendar month following termination of this Lease and continuing until the date on which the Term would have expired but for such termination, and any suit or action brought to collect any such Future Rental Damages for any month shall not in any manner prejudice the right of Landlord to collect any Future Rental Damages for any subsequent month by a similar proceeding; or (ii) an amount equal to the present worth (as of the date of such termination) of Rental which, but for termination of this Lease, in which event Tenant agrees to pay the same at once, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of the Rent for would have become due during the remainder of said the Term. Such present , less the fair rental value of the Premises, as determined by Landlord in its commercially reasonable judgment, in which case such Future Rental Damages shall be determined utilizing payable to Landlord in one lump sum on demand and shall bear interest at the Default Rate until paid. For purposes of this clause (ii), "present worth" shall be computed by discounting such amount to present worth at a discount rate equal to one percentage point above the discount rate then in effect at the Federal Reserve Bank nearest to the location of six the Shopping Center. For purposes of computing the Future Rental Damages, the Annual Percentage Rental payable with respect to each Rental Year following termination (6%)including the Rental Year in which such termination shall take place) shall be presumed to be equal to the average Annual Percentage Rental payable with respect to each Rental Year preceding termination and Gross Sales shall be extrapolated for any partial Rental Year. The acceptance If this Lease is terminated pursuant to Section 17.2, Landlord shall use reasonable efforts to relet the Premises so as to mitigate damages provided any such reletting shall be on terms acceptable to Landlord, and if there is other vacant space in the Shopping Center, Landlord may give priority to the leasing of such payment by vacant space instead of the Premises. Landlord shall not constitute a waiver be obligated to incur any out-of-pocket expense in connection with its efforts to relet the Premises. Nothing contained in this Lease shall limit or prejudice the right of any failure of Tenant thereafter occurring Landlord to comply with any termprove for and obtain, provision, condition or covenant in proceedings for the termination of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a)Lease by reason of bankruptcy or insolvency, then same shall be Landlord’s sole remedy for such default; or (b) Sums an amount equal to the Rent which would have been payable maximum allowed by Tenant had this Lease any statute or rule of law in effect at the time when, and governing the proceedings in which, the damages are to be proved, whether or not been so terminatedthe amount be greater, payable upon equal to, or less than the due dates therefore following such termination through amount of the expiration loss or damages referred to above. The failure or refusal of this Lease. If Landlord at its option shall to relet the Premises during said period, Landlord or any part or parts thereof shall credit Tenant with the net rents received by Landlord from such reletting, such net rents to be determined by first deducting from the gross rents, as and when received by Landlord, the expenses incurred not release or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration and preparation of the Premises affect Tenant's liability for new tenants, brokers’ commissions, reasonable attorneys’ fees and all other expenses properly chargeable against the Premises and the rental therefrom. It is hereby understood that any such reletting may be for a period shorter or longer than the remaining Term of this Lease but in no event shall Tenant be entitled to receive any excess of such net rents over the sum payable by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit for the collection of damages pursuant hereto to a credit in respect of any net rents from a reletting, except to the extent that such rents are actually received by Landlorddamages.

Damages. In the event If this Lease is terminated and the Term shall expire and come to an end as provided in Article 15 hereof, or by or under the provisions any summary proceeding or any provisions other action or proceeding, then, in any of law said events: (1) Tenant shall pay to Landlord all Rental payable under this Lease by reason Tenant to Landlord to the date upon which this Lease and the Term shall have expired and come to an end or to the date of default hereunder on re-entry upon the part of TenantPremises by Landlord, as the case may be; (2) Tenant also shall pay to Landlord, as damages, at the election excess, if any, of Landlord either: (aA) The present value the Rental for the period which otherwise would have constituted the unexpired portion of the entire amount Term, over (B) the net amount, if any, of rents collected under any reletting effected pursuant to the Rent which would have become due and payable during provisions of this Article 16 for any part of such period (first deducting from the remainder rents collected under any such reletting all of Landlord's expenses in connection with the Term termination of this Lease, in which event Tenant agrees to pay the same at once, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of the Rent for the remainder of said Term. Such present value shall be determined utilizing a discount rate of six (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or (b) Sums equal to the Rent which would have been payable by Tenant had this Lease not been so terminated, payable 's re-entry upon the due dates therefore following Premises and with such termination through the expiration of this Lease. If Landlord at its option shall relet the Premises during said period, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such net rents to be determined by first deducting from the gross rents, as and when received by Landlord, the expenses incurred or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of reletting, including, without limitationbut not limited to, all repossession costs, brokerage commissions, legal expenses, attorneys' fees and disbursements, alteration costs, contribution to work and other expenses of preparing the alteration Premises for such reletting) (such excess being referred to herein as a "Deficiency"); any such Deficiency shall be paid in monthly installments by Tenant on the days specified in this Lease for payment of installments of Fixed Rent, Landlord shall be entitled to recover from Tenant each monthly Deficiency as the same shall arise, and preparation no suit to collect the amount of the Deficiency for any month shall prejudice Landlord's right to collect the Deficiency for any subsequent month by a similar proceeding; and (3) whether or not Landlord shall have collected any monthly Deficiency as aforesaid, Landlord shall be entitled to recover from Tenant, and Tenant shall pay to Landlord, on demand, in lieu of any further Deficiency as and for liquidated and agreed final damages, a sum equal to the amount by which the Rental for the period which otherwise would have constituted the unexpired portion of the Term (commencing on the date immediately succeeding the last date with respect to which a Deficiency, if any, was collected) exceeds the then fair and reasonable rental value of the Premises for new tenantsthe same period, brokers’ commissionsboth discounted to present worth at the Base Rate; if, before presentation of proof of such liquidated damages to any court, commission or tribunal, the Premises, or any part thereof, shall have been relet by Landlord for the period which otherwise would have constituted the unexpired portion of the Term, or any part thereof, the amount of rent reserved upon such reletting shall be deemed, prima facie, to be the fair and reasonable attorneys’ fees and all other expenses properly chargeable against rental value for the part or the whole of the Premises and so relet during the rental therefrom. It is hereby understood that any such reletting may be for a period shorter or longer than term of the remaining Term of this Lease but in no event shall Tenant be entitled to receive any excess of such net rents over the sum payable by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit for the collection of damages pursuant hereto to a credit in respect of any net rents from a reletting, except to the extent that such rents are actually received by Landlord.

Damages. In the event If this Lease or Tenant's possessory interest pursuant thereto is terminated under the provisions or any provisions of law by reason of default hereunder on the part of TenantLandlord pursuant to Section 17.2, Tenant nevertheless shall pay to Landlord, as damages, at the election of Landlord either: remain liable for (a) The present value all Rental due and all damages which Landlord reasonably sustained to the date of such termination, and all reasonable costs, fees and expenses, including reasonable attorneys' fees, incurred by Landlord in pursuit of its remedies hereunder and/or in connection with any bankruptcy proceedings of Tenant or Tenant's Guarantor, if any, and/or in connection with renting the entire Premises to others from time to time (collectively, "Termination Damages") plus (b) additional damages ("Liquidated Damages") which shall be calculated in accordance with the next paragraph. In calculating Liquidated Damages, for each Rental Year following termination (including the Rental Year in which such termination occurs) (A) Annual Percentage Rental and Additional Rental payable shall be conclusively presumed to be equal to the average Annual Percentage Rental and annual Additional Rental payable with respect to each Rental Year, or portion thereof (on an annualized basis), preceding termination; and (B) Annual Basic Rental payable shall be at the rate stated in this Lease. Such Termination Damages shall be payable to Landlord in one lump sum on demand, together with interest at the Default Rate until paid. Liquidated Damages shall be (i) an amount equal to the Rental which, but for termination of the Rent which this Lease, would have become due and payable during the remainder of the Term, less the amount of Rental, if any, which Landlord shall receive during such period from others to whom the Premises may be rented (other than any Additional Rental received by Landlord as a result of any failure of such other person to perform any of its obligations to Landlord), in which case such Liquidated Damages shall be computed and payable in monthly installments, in advance, on the first day of each calendar month following termination of the Lease and continuing until the date on which the Term would have expired but for such termination, and any suit or action brought to collect any such Liquidated Damages for any month shall not in any manner prejudice the right of Landlord to collect any Liquidated Damages for any subsequent month by a similar proceeding; or (ii) upon any reletting of the Premises, an amount equal to the present worth (as of the date of such termination) of Rental which, but for termination of this Lease, in which event Tenant agrees to pay the same at once, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of the Rent for would have become due during the remainder of said the Term. Such present , less the fair rental value of the Premises, as determine by an independent real estate appraiser named by Landlord, in which case such Liquidated Damages shall be determined utilizing payable to Landlord in one lump sum on demand and shall bear interest at the Default Rate until paid. For purposes of this clause (ii), "present worth" shall be computed by discounting such amount to present worth at a discount rate equal to one percentage point above the discount rate then in effect at the Federal Reserve Bank nearest to the location of six the Shopping Center. If this Lease is terminated pursuant to Section 17.2, Landlord may relet the Premises or any part thereof, alone or together with other premises, for such period or periods (6%)which may be greater or less than the period which otherwise would have constituted the balance of the Term) and on such terms and conditions (which may include concessions for free rent and alterations of the Premises) as Landlord, in its discretion, may determine, but Landlord shall have no duty to relet the Premises and shall not be liable for, nor shall Tenant's obligations hereunder be diminished by reason of, any failure by Landlord to relet the Premises or any failure by Landlord to collect any rent due upon such reletting. The acceptance of such payment by Notwithstanding the foregoing, Landlord agrees to use its reasonable efforts to relet the Premises so as to mitigate damages, however, in so mitigating damages, Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring be required to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or (b) Sums equal to the Rent which would have been payable by Tenant had this Lease not been so terminated, payable upon the due dates therefore following such termination through the expiration of this Lease. If Landlord at its option shall relet the Premises during said period, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such net rents in prejudice to be determined by first deducting from the gross rents, as and when received by Landlord, the expenses incurred or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration and preparation of the Premises for new tenants, brokers’ commissions, reasonable attorneys’ fees and all other expenses properly chargeable against the Premises and the rental therefrom. It is hereby understood that any such reletting may be for a period shorter or longer than the remaining Term of this Lease but in no event shall Tenant be entitled to receive any excess of such net rents over the sum payable by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit for the collection of damages pursuant hereto to a credit in respect of any net rents from a reletting, except to the extent that such rents are actually received by Landlordvacant spaces.

Damages. (a) In the event that this Lease is terminated under any of the provisions contained in Section 7.1 or shall be otherwise terminated for breach of any provisions of law by reason of default hereunder on the part obligation of Tenant, Tenant shall covenants to pay forthwith to Landlord, as damagescompensation, at the election excess of Landlord either: (a) The present the total rent reserved for the residue of the Term over the rental value of the entire amount Premises for said residue of the Rent which would have become due and payable during Term. In calculating the remainder of the Term of this Leaserent reserved there shall be included, in which event addition to the Base Rent and all additional rent, the value of all other considerations agreed to be paid or performed by Tenant agrees for said residue. Tenant further covenants as an additional and cumulative obligation after any such termination to pay punctually to Landlord all the sums and perform all the obligations which Tenant covenants in this Lease to pay and to perform in the same manner and to the same extent and at once, together with all Rent theretofore due, at Landlord’s address the same time as provided herein; provided however, that such payment shall if this Lease had not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of been terminated. In calculating the Rent for amounts to be paid by Tenant under the remainder of said Term. Such present value immediately preceding covenant Tenant shall be determined utilizing a discount rate of six (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply credited with any term, provision, condition or covenant of this Lease. IF amount paid to Landlord elects the remedy given as compensation as in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or (b) Sums equal to the Rent which would have been payable by Tenant had this Lease not been so terminated, payable upon the due dates therefore following such termination through the expiration of this Lease. If Landlord at its option shall relet the Premises during said period, Landlord shall credit Tenant 7.2 provided and also with the net rents received proceeds of any rent obtained by Landlord from by reletting the Premises, after deducting all Landlord’s reasonable expenses in connection with such reletting, such net rents to be determined by first deducting from the gross rents, as and when received by Landlord, the expenses incurred or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration all repossession costs, brokerage commissions, fees for legal services and preparation expenses of preparing the Premises for new tenantssuch reletting, brokers’ commissions, reasonable attorneys’ fees and all other expenses properly chargeable against it being agreed by Tenant that Landlord may (i) relet the Premises or any part or parts thereof, for a term or terms which may at Landlord’s option be equal to or less than or exceed the period which would otherwise have constituted the balance of the Term and may grant such concessions and free rent as Landlord in its sole judgment considers advisable or necessary to relet the rental therefrom. It same, and (ii) make such alterations, repairs and decorations in the Premises as Landlord in its sole judgment considers advisable or necessary to relet the same, and no action of Landlord in accordance with the foregoing or failure to relet or to collect rent under reletting shall operate or be construed to release or reduce Tenant’s liability as aforesaid. (b) In lieu of any other damages or indemnity and in lieu of full recovery by Landlord of all sums payable under all the foregoing provisions of this Section 7.2, Landlord may by written notice to Tenant, at any time after this Lease is hereby understood that terminated under any of the provisions contained in Section 7.1 or is otherwise terminated for breach of any obligation of Tenant and before such reletting full recovery, elect to recover, and Tenant shall thereupon pay, as liquidated damages, an amount equal to the aggregate of the Base Rent and additional rent accrued under Sections 3.1 and 3.2 in the 12 months (discounted to present value) ended next prior to such termination plus the amount of Base Rent and additional rent of any kind accrued and unpaid at the time of termination and less the amount of any recovery by Landlord under the foregoing provision of this Section 7.2 up to the time of payment of such liquidated damages, similarly discounted to present value. (c) Nothing contained in this Lease shall limit or prejudice the right of Landlord to prove for and obtain in proceedings for bankruptcy or insolvency by reason of the termination of this Lease, an amount equal to the maximum allowed by any statute or rule of law in effect at the time when, and governing the proceedings in which, the damages are to be provided, whether or not the amount be greater, equal to, or less than the amount of the loss or damages referred to above. (d) Landlord’s remedies under this Lease are cumulative and not exclusive of any other remedies to which Landlord may be for a period shorter entitled in case of Tenant’s breach or longer than the remaining Term threatened breach of this Lease but in no event Lease. Landlord shall Tenant be entitled to receive the remedies of injunction and specific performance with respect to any excess of such net rents over the sum payable by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit for the collection of damages pursuant hereto to a credit in respect of any net rents from a reletting, except to the extent that such rents are actually received by Landlordbreach.

Damages. In the event Landlord may terminate this Lease is terminated under at any time after the provisions or any provisions occurrence (and during the continuation) of law an Event of a Default by reason giving written notice of default hereunder such termination. Termination of this Lease shall thereafter occur on the part date set forth in such notice. Acts of maintenance or preservation, and any appointment of a receiver upon Landlord's initiative to protect its interest hereunder shall not in any such instance constitute a termination of Tenant, 's right to possession. No act by Landlord other than giving notice of termination to Tenant in writing shall pay to Landlord, as damages, at the election of Landlord either: (a) The present value of the entire amount of the Rent which would have become due and payable during the remainder of the Term terminate this Lease. On termination of this Lease, in which event Tenant agrees to pay the same at once, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of the Rent for the remainder of said Term. Such present value shall be determined utilizing a discount rate of six (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of have the right to recover from Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this all sums allowed under California Civil Code Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or (b) Sums equal to the Rent which would have been payable by Tenant had this Lease not been so terminated, payable upon the due dates therefore following such termination through the expiration of this Lease. If Landlord at its option shall relet the Premises during said period, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such net rents to be determined by first deducting from the gross rents, as and when received by Landlord, the expenses incurred or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of reletting1951.2, including, without limitation, the alteration and preparation following: (i) The worth at the time of the Premises for new tenants, brokers’ commissions, reasonable attorneys’ fees and all other expenses properly chargeable against award of the Premises and unpaid Rent which had been earned at the rental therefrom. It is hereby understood that any such reletting may be for a period shorter or longer than time of termination of this Lease; (ii) The worth at the remaining Term time of the award of the amount by which the unpaid Rent which would have been earned after the date of termination of this Lease but in no event shall until the time of the award exceeds the amount of the loss of Rent that Tenant be entitled to receive any excess proves could have been reasonably avoided; (iii) The worth at the time of such net rents over the sum payable award of the amount by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit which the unpaid Rent for the collection balance of damages pursuant hereto the Term after the time of award exceeds the amount of the loss of Rent that Tenant proves could have been reasonably avoided; (iv) Any other amount necessary to compensate Landlord for all detriment proximately caused by the default of Tenant, or which in the ordinary course of things would be likely to result therefrom; and (v) The worth at the time of the award", as used in Section 22.3(a)(i) and (ii) shall be computed by allowing interest at a credit in respect of any net rents from a reletting, except rate per annum equal to the extent that Default Rate. "The worth at the time of the award", as used in Section 22.3(a)(iii), shall be computed by discounting such rents are actually received by Landlordamount at the discount rate of the Federal Reserve Bank of San Francisco at the time of the award, plus one percent (1%).

Damages. In the event (a) If this Lease is terminated under the provisions or any provisions of law by reason of default hereunder on the part of TenantSection 6.04, Tenant shall pay to Landlord, Landlord as damages, at the election of Landlord, all Rent and other amounts due to Landlord either: and unpaid as of the date of termination, plus, a sum which, at the time of such termination, represents the then value (ausing a discount rate equal to 7%) The present of the excess, if any, of: (1) the aggregate of the Rent which, had this Lease not terminated, would have been payable hereunder by Tenant (and not paid under Subsection (b) below) for the period commencing on the day following the date of such termination to and including the Expiration Date; over (2) the aggregate fair rental value of the entire amount of the Rent which would have become due and payable during the remainder of the Term of this Lease, in which event Tenant agrees to pay Demised Premises for the same at onceperiod, together with plus all Rent theretofore due, at Landlord’s address Reletting Expenses (as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of the Rent for the remainder of said Term. Such present value shall be determined utilizing a discount rate of six (6%defined below). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or. (b) Sums If Landlord reenters and takes possession of the Demised Premises without terminating the Lease, Tenant shall pay all Rent and other amounts due to Landlord and unpaid as of the date of re-entry, plus, sums equal to the Rent which that would have been payable by Tenant through and including the then current Expiration Date (not including any unexercised renewal terms) had this Lease Landlord not been so terminatedre-entered the Demised Premises, payable upon the due dates therefore following such termination through the expiration of therefor specified in this Lease. If ; provided, that if Landlord at its option shall relet all or any part of the Demised Premises during said periodfor all or any part of the period commencing on the day following the date of such re-entry to and including the Expiration Date, either alone or with other premises, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such net rents to be determined by first deducting from the gross rents, rents as and when received by Landlord, Landlord from such reletting the reasonable expenses incurred or paid by Landlord in terminating this Lease re-entering the Demised Premises and in of securing possession thereof, as well as the reasonable expenses of reletting, including, without limitation, altering and preparing the alteration and preparation of the Demised Premises for new tenants, brokers’ commissions, reasonable attorneys’ fees and all other expenses properly chargeable against the Demised Premises and the rental therefrom. It is hereby therefrom in connection with such reletting (all such expenses, the “Reletting Expenses”), it being understood that any such reletting may be for a period equal to or shorter or longer than the remaining Term of this Lease but said period; provided, further, that: (i) in no event shall Tenant be entitled to receive any excess of such net rents over the sum sums payable by Tenant to Landlord hereunderunder this Lease other than a credit against the total amounts to be paid by Tenant under the Lease; (ii) if the Demised Premises or any part thereof should be relet in combination with other space, nor then proper apportionment on a square foot rentable area basis shall Tenant be entitled made of the rent received from such reletting and of the expenses of reletting. (c) Landlord shall have the obligation to take reasonable steps to mitigate its damages arising out of any default by Tenant, but Landlord shall have no obligation to lease all or any portion of the Demised Premises prior to leasing other space in the Building, and any suit new lease for all or any portion of the Demised Premises shall be as determined by Landlord in its sole, but reasonable, judgment. (d) Suit or suits for the collection of damages pursuant hereto to a credit in respect recovery of any net rents damages payable hereunder by Tenant, or any installments thereof, may be brought by Landlord from time to time at its election, and nothing contained herein shall require Landlord to postpone suit until the date when the Term would have expired but for such termination or re-entry. Landlord may terminate this Lease after the notice of re-entry as set forth above, at any time, and suits brought to recover rent after re-entry shall not be deemed a reletting, except waiver of Landlord’s right to subsequently terminate the extent that such rents are actually received by LandlordLease.

Damages. In the event of a termination of this Lease is terminated under the provisions or any provisions (other than pursuant to Section 6.03(b), in which case only subsection (a) of law by reason of default hereunder on the part of Tenant, this Section shall apply) Tenant shall pay to Landlord, Landlord as damages, at the election of Landlord Landlord, either: (a) The present a sum which, at the time of such termination, represents the then value of the entire amount amount, if any, by which (i) the aggregate of the Rent which Base Rent, Tenant’s Tax Payment and Operating Expense Payment which, had this Lease not terminated, would have become due been payable hereunder by Tenant for the period commencing with the day following the date of such termination and payable during ending with the remainder Term Expiration Date exceeds (ii) the aggregate fair rental value of the Term Premises for the same period (for the purposes of this Lease, in which event Tenant agrees to pay the same at once, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of the Rent for the remainder of said Term. Such present value shall be determined utilizing a discount rate of six (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 subsection (a), then same the amount of Tenant’s Tax Payment and Operating Expense Payment which would have been payable by Tenant under Sections 2.03 and 2.04 shall, for each calendar year ending after such termination, be deemed to be an amount equal to the amount of Tenant’s Tax Payment and Operating Expense Payment payable by Tenant for the calendar year immediately preceding the calendar year in which such termination shall be Landlord’s sole remedy for such default; occur) discounted to the date of termination at the rate of United States Treasury obligations maturing nearest to the Term Expiration Date, or (b) Sums sums equal to the Rent aggregate of the Base Rent, Tenant’s Tax Payment and Operating Expense Payment which would have been payable by Tenant had this Lease not been so terminated, payable upon the due dates therefore therefor specified herein until the Term Expiration Date; provided, however, that if Landlord elects to re-let all or any part of the Premises for all or any part of the period commencing on the day following the date of such termination through and ending on the expiration of this Lease. If Landlord at its option shall relet the Premises during said periodTerm Expiration Date, Landlord shall credit Tenant with the net rents received by Landlord from such relettingreletting for such period, such net rents to be determined by first deducting from the gross rents, rents as and when received by Landlord, Landlord from such reletting the expenses incurred or paid by Landlord in terminating this Lease and in of reentering the Premises and of securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration including altering and preparation of preparing the Premises for new tenants, advertising costs, brokers’ commissions, reasonable attorneys’ fees and all other expenses properly chargeable against the Premises and the rental therefrom. It is hereby therefrom in connection with such reletting, it being understood that any such reletting may be for a period equal to or shorter or longer than the remaining Term unexpired portion of this Lease but the Term; provided, further, that (i) in no event shall Tenant be entitled to receive any excess of such net rents over the sum sums payable by Tenant to Landlord hereunder, nor (ii) in no event shall Tenant be entitled entitled, in any suit for the collection of damages pursuant hereto to this Section 6.05, to a credit in respect of any net rents from a reletting, reletting except to the extent that such net rents are actually received by LandlordLandlord prior to the commencement of such suit, and (iii) if the Premises or any part thereof should be relet in combination with other space, then proper apportionment on a square foot rentable area basis shall be made of the rent received from such reletting and of the expenses of reletting. Landlord shall use commercially reasonable efforts to relet the Premises in the event of such termination, but the foregoing damages shall not be reduced in any respect if Landlord is unable, for any reason whatsoever, to effect such reletting. If the Premises or any portion thereof are re-let by Landlord for any portion of the unexpired Term prior to proof of damages to any court, commission or tribunal, the amount of the rent reserved upon such re-letting shall be deemed to be the fair and reasonable rental value of the portion of the Premises so re-let during the term of such re-letting. Suit or suits for the recovery of any damages payable hereunder by Tenant, or any installments thereof, may be brought by Landlord from time to time at its election, and nothing contained herein shall require Landlord to postpone suit until the date when the Term would have expired but for such termination.

Damages. In the event If this Lease is terminated under the provisions or any provisions of law by reason of default hereunder on the part of TenantLandlord pursuant to Section ------- 21, Tenant shall, nevertheless, remain liable for all rent and damages which may be due or sustained prior to such termination, and all reasonable costs, fees and expenses including, but not limited to, attorneys' fees, costs and expenses incurred by Landlord in pursuit of its remedies hereunder, or in renting the Premises to others from time to time and additional damages (the "Liquidated Damages"), which shall pay be an amount equal to Landlordthe total rent which, as damagesbut for termination of this Lease, at the election of Landlord either: (a) The present value of the entire amount of the Rent which would have become due and payable during the remainder of the Term Term, less the amount of this Leaserent, in if any, which event Tenant agrees Landlord shall receive during such period from others to pay whom the same at once, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of the Rent for the remainder of said Term. Such present value shall Premises may be determined utilizing a discount rate of six rented (6%). The acceptance of such payment other than any additional rent received by Landlord shall not constitute as a waiver result of any failure of Tenant thereafter occurring such other person to comply with perform any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (aits obligations to Landlord), then same in which case such Liquidated Damages shall be Landlord’s sole remedy computed and payable in monthly installments, in advance on the first day of each calendar month following termination of the Lease and continuing until the date on which the Term would have expired but for such default; or (b) Sums equal termination, and any suit or action brought to collect any such Liquidated Damages for any month shall not in any manner prejudice the Rent which would have been payable right of Landlord to collect any Liquidated Damages for any subsequent month by Tenant had a similar proceeding. If this Lease not been so terminatedis terminated pursuant to Section 21, payable upon the due dates therefore following such termination through the expiration of this Lease. If Landlord at its option shall may relet the Premises during said periodor any part thereof, alone or together with other premises, for such term(s) which may be greater or less than the period which otherwise would have constituted the balance of the Term and on such terms and conditions (which may include concessions, free rent and/or alterations of the Premises) as Landlord, in its sole discretion, may determine, but Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such net rents to not be determined by first deducting from the gross rents, as and when received by Landlord, the expenses incurred or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration and preparation of the Premises for new tenants, brokers’ commissions, reasonable attorneys’ fees and all other expenses properly chargeable against the Premises and the rental therefrom. It is hereby understood that any such reletting may be for a period shorter or longer than the remaining Term of this Lease but in no event shall Tenant be entitled to receive any excess of such net rents over the sum payable by Tenant to Landlord hereunderliable for, nor shall Tenant Tenant's obligations hereunder be entitled in diminished by reason of, any suit for failure by Landlord to relet the collection of damages pursuant hereto Premises or any failure by Landlord to a credit in respect of collect any net rents from a rent due upon such reletting, except to the extent that such rents are actually received by Landlord.

Damages. Notwithstanding such reentry and/or termination, Tenant shall immediately be liable to Landlord for the sum of the following: (i) all rent (whether Annual Net Rent or Additional Rent) then in arrears; (ii) all other liabilities of Tenant and damages sustained by Landlord as a result of Tenant's Default, including but not limited to, the reasonable costs of reletting the Premises and any broker's commissions payable as a result thereof; (iii) all of Landlord's costs and expenses (including reasonable counsel fees) in connection with such Default and recovery of possession; (iv) the difference between the rent reserved under this Lease (Net Annual Rent and Additional Rent) for the balance of the term and the fair rental value of the Premises for the balance of the term to be determined as of the date of reentry; or at Landlord's option in lieu thereof, Tenant shall pay the amount of the rent (Net Annual Rent or Additional Rent) reserved under this Lease at the times herein stipulated for payment of such rent for the balance of the term, less any amount received by Landlord during such period from others to whom the Premises may be rented on such terms and conditions and at such rentals as Landlord, in its sole discretion, shall deem proper; and (v) any other damages recoverable by law. In the event Landlord brings any action against Tenant to enforce compliance by Tenant with any covenant or condition of this Lease Lease, including the covenant to pay rent (Net Annual Rent and Additional Rent), and it is terminated under the provisions judicially determined that Tenant has defaulted in performing or complying with any provisions of law by reason of default hereunder on the part of Tenantsuch covenant or condition, then and in such event, Tenant shall pay to Landlord, as damages, at the election of Landlord either: (a) The present value of the entire amount of the Rent which would have become due all costs and payable during the remainder of the Term of this Lease, in which event Tenant agrees to pay the same at once, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of the Rent for the remainder of said Term. Such present value shall be determined utilizing a discount rate of six (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or (b) Sums equal to the Rent which would have been payable by Tenant had this Lease not been so terminated, payable upon the due dates therefore following such termination through the expiration of this Lease. If Landlord at its option shall relet the Premises during said period, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such net rents to be determined by first deducting from the gross rents, as and when received by Landlord, the expenses incurred or paid by Landlord in terminating this Lease bringing and in securing possession thereofprosecuting such action against Tenant, as well as the expenses of reletting, including, without limitation, the alteration and preparation of the Premises for new tenants, brokers’ commissions, including a reasonable attorneys’ fees and all other expenses properly chargeable against the Premises and the rental therefrom. It is hereby understood that any such reletting may be for a period shorter or longer than the remaining Term of this Lease but in no event shall Tenant be entitled to receive any excess of such net rents over the sum payable by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit for the collection of damages pursuant hereto to a credit in respect of any net rents from a reletting, except to the extent that such rents are actually received by Landlordattorney's fee.

Damages. In the event (A) If this Lease is terminated and the Term shall expire and come to an end as provided in Article 22 or by or under the provisions any summary proceeding or any provisions other action or proceeding, or if Landlord shall re-enter the Premises as provided in Article 23 or by or under any summary proceedings or any other action or proceeding, then, in any of law said events: (i) Tenant shall pay to Landlord all Fixed Rent, Additional Rent and other charges payable under this Lease by reason Tenant to Landlord to the date upon which this Lease and the Term shall have expired and come to an end or to the date of default hereunder on re-entry upon the part of TenantPremises by Landlord, as the case may be; and (ii) Tenant shall also be liable for and shall pay to Landlord, as damages, at any deficiency (referred to as "Deficiency") between the election Fixed Rent and Additional Rent reserved in this Lease for the period which otherwise would have constituted the unexpired portion of the Term and the net amount, if any, of rents collected under any reletting effected pursuant to the provisions of Section 23(A) for any part of such period (first deducting from the rents collected under any such reletting all of Landlord's expenses in connection with the termination of this Lease or Landlord's re-entry upon the Premises and with such reletting including, but not limited to, all repossession costs, brokerage commissions, legal expenses, attorneys' fees, alteration costs and other expenses of preparing the Premises for such reletting). Any such Deficiency shall be paid in monthly installments by Tenant on the days specified in this Lease for payment of installments of Fixed Rent. Landlord either:shall be entitled to recover from Tenant each monthly Deficiency as the same shall arise, and no suit to collect the amount of the Deficiency for any month shall prejudice Landlord's rights to collect the Deficiency for any subsequent month by a similar proceeding; and (aiii) The present At any time after the Term shall have expired and come to an end or Landlord shall have re-entered upon the Premises, as the case may be, whether or not Landlord shall have collected any monthly Deficiencies as aforesaid, Landlord shall be entitled to recover from Tenant, and Tenant shall pay to Landlord, on demand, as and for liquidated and agreed final damages, a sum equal to the amount by which the Fixed Rent and Additional Rent reserved in this Lease for the period which otherwise would have constituted the unexpired portion of the Term exceeds the then fair and reasonable rental value of the entire amount of the Rent which would have become due and payable during the remainder of the Term of this Lease, in which event Tenant agrees to pay Premises for the same period, both discounted to present worth at once, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of the Rent for the remainder of said Term. Such present value shall be determined utilizing a discount rate of six (6%)) percent per annum. The acceptance If, before presentation of proof of such payment liquidated damages to any court, commission, or tribunal, the Premises, or any part thereof, shall have been relet by Landlord for the period which otherwise would have constituted the unexpired portion of the Term, or any part thereof, the amount of Fixed Rent reserved upon such reletting shall not constitute a waiver be deemed, prima facie, to be the fair and reasonable rental value for the part or the whole of the Premises so relet during the term of the reletting. (B) If the Premises, or any part thereof, shall be relet together with other space in the Building, the rents collected or reserved under any such reletting and the expenses of any failure such reletting shall be equitably apportioned for the purposes of this Article 24. Tenant thereafter occurring shall in no event be entitled to comply with any termrents collected or payable under any reletting, provision, condition whether or covenant of not such rents shall exceed the rent reserved in this Lease. IF Landlord elects Solely for the remedy given purposes of this Article, the term "Fixed Rent" as used in Section 24(A) shall mean the rent in effect immediately prior to the date upon which this Section 16.1 (a)Lease and the Term shall have expired and come to an end, then same or the date of re-entry upon the Premises by Landlord, as the case may be, plus any Additional Rent payable pursuant to the provisions of Article 6 for the year immediately preceding such event. Nothing contained in Articles 22 and 23 of this Lease shall be Landlord’s sole remedy for such default; or (b) Sums equal deemed to limit or preclude the Rent which would have been payable by Tenant had this Lease not been so terminated, payable upon the due dates therefore following such termination through the expiration of this Lease. If Landlord at its option shall relet the Premises during said period, Landlord shall credit Tenant with the net rents received recovery by Landlord from such reletting, such net rents Tenant of the maximum amount allowed to be determined obtained as damages by first deducting from the gross rentsany statute or rule of law, as and when received by Landlord, the expenses incurred or paid by of any sums or damages to which Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration and preparation of the Premises for new tenants, brokers’ commissions, reasonable attorneys’ fees and all other expenses properly chargeable against the Premises and the rental therefrom. It is hereby understood that any such reletting may be for a period shorter or longer than the remaining Term of this Lease but in no event shall Tenant be entitled to receive any excess of such net rents over the sum payable by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit for the collection of damages pursuant hereto to a credit in respect of any net rents from a reletting, except addition to the extent that such rents are actually received by Landlorddamages set forth in Section 24(A).

Damages. In 7.3.1 Should Landlord elect to take possession of the event this Lease is terminated under Premises, Landlord may, but need not, relet the provisions Premises or any provisions of law by reason of default hereunder on the part of Tenant, Tenant shall pay to thereof for such rent and upon such terms as Landlord, as damagesin its sole discretion, at shall determine (including the election of Landlord either: (a) The present value of right to relet the entire amount of the Rent which would have become due and payable during the remainder of the Term of Premises for a greater or lesser term than that remaining under this Lease, the right to relet the Premises as a part of a larger area, and the right to change the character or use made of the Premises). In connection with or in which event preparation for any reletting, Landlord may, but shall not be required to, make repairs, alterations and additions in or to the Premises and redecorate the same to the extent Landlord deems necessary or desirable, and Tenant agrees to shall, upon demand, pay the same at oncecost thereof, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of the Rent for the remainder of said Term. Such present value shall be determined utilizing a discount rate of six (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or (b) Sums equal to the Rent which would have been payable by Tenant had this Lease not been so terminated, payable upon the due dates therefore following such termination through the expiration of this Lease. If Landlord at its option shall relet the Premises during said period, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such net rents to be determined by first deducting from the gross rents, as and when received by Landlord, the expenses incurred or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the 's expenses of reletting, including, without limitation, any commission incurred by Landlord. If Landlord decides to relet the alteration Premises or a duty to relet is imposed upon Landlord by law, Landlord and preparation Tenant agree that nevertheless Landlord shall at most be required to use only the same efforts Landlord then uses to lease Premises in the Building generally and that in any case that Landlord shall not be required to give any preference or priority to the showing or leasing of the Premises over any other space that Landlord may be leasing or have available and may place a suitable prospective tenant in any such other space regardless of when such other space becomes available. Landlord shall not be required to observe any instruction given by Tenant about any reletting or accept any tenant offered by Tenant unless such offered tenant has a credit-worthiness acceptable to Landlord and leases the entire Premises upon terms and conditions including a rate of rent (after giving effect to all expenditures by Landlord for new tenantstenant improvements, brokers’ broker's commissions and other leasing costs) all no less favorable to Landlord than as called for in this Lease, nor shall Landlord be required to make or permit any assignment or sublease for more than the current term or which Landlord would not be required to permit under the Lease. 7.3.2 Should Landlord elect to take possession of the Premises, Tenant will pay to Landlord monthly rent and other sums as provided in this lease that would be payable under this lease if such repossession had not occurred, less the net proceeds, if any, of any reletting of the Premises after deducting all of Landlord's reasonable expenses in connection with such reletting, including without limitation all repossession costs, brokerage commissions, reasonable attorneys’ fees ' fees, expenses of employees, alteration and all other repair costs, and expenses properly chargeable against of preparation for such reletting. If, in connection with any reletting, the new lease term extends beyond the existing term, or the Premises covered by such new lease include other Premises not part of the Premises, a fair apportionment of the rent received from such reletting and the rental therefrom. It is hereby understood that any expenses incurred in connection with such reletting may as provided in this Section will be for a period shorter or longer than made in determining the remaining Term of net proceeds from such reletting. Tenant will pay such rent and other sums to Landlord on the day on which such rent would have been payable under this Lease but in no event shall Tenant lease if possession had not been retaken, and Landlord will be entitled to receive such rent and other sums from Tenant on each such day. 7.3.3 Notwithstanding any excess of the foregoing, in the event of default, and without regard to whether or not possession shall have been surrendered to or taken by Landlord, Landlord shall have the right, at its option, to declare the rent for the entire remaining term immediately due and payable, and may commence action immediately thereupon and recover judgment therefor. If such accelerated sums are required by law to be reduced to present value, then the present value shall be calculated using a discount rate equal to the current interest rate in effect as of the date of default established pursuant to Section 55.03 Florida Statutes for judgment subject to the credit for net rents over proceeds described in Section 7.3.2. 7.3.4 Notwithstanding any of the sum payable foregoing, in the event of default, Landlord shall have the right, at its option, without further demand or notice, to cure any event of default and to charge Tenant for the cost of effecting such cure, including without limitation reasonable attorneys' fees and interest at the highest legal rate, provided that Landlord will have no obligation to cure any such event of default of Tenant. 7.3.5 If this lease is terminated by Landlord on account of the occurrence of an event of default, Tenant will remain liable to Landlord hereunder, nor shall Tenant be entitled in any suit for all damages which have accrued under the collection Lease until the date of damages pursuant hereto to a credit in respect of any net rents from a reletting, except to the extent that such rents are actually received by Landlordtermination.

Damages. In the event that this Lease is terminated under any of the provisions contained in Section 7.1 or shall be otherwise terminated for breach of any provisions of law by reason of default hereunder on the part obligation of Tenant, Tenant shall covenants to pay forthwith to Landlord, as damagescompensation, at the election excess of Landlord either: (a) The present the total rent reserved for the residue of the Term over the rental value of the entire amount Premises for said residue of the Rent which would have become due and payable during Term. In calculating the remainder of the Term of this Leaserent reserved there shall be included, in which event addition to the Annual Fixed Rent and all additional rent, the value of all other considerations agreed to be paid or performed by Tenant agrees for said residue. Tenant further covenants as an additional and cumulative obligation after any such ending to pay punctually to Landlord all the sums and perform all the obligations which Tenant covenants in this Lease to pay and to perform in the same manner and to the same extent and at once, together with all Rent theretofore due, at Landlord’s address the same time as provided herein; provided however, that such payment shall if this Lease had not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of been terminated. In calculating the Rent for amounts to be paid by Tenant under the remainder of said Term. Such present value next foregoing covenant Tenant shall be determined utilizing a discount rate of six (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply credited with any term, provision, condition or covenant of this Lease. IF amount paid to Landlord elects the remedy given as compensation as in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or (b) Sums equal to the Rent which would have been payable by Tenant had this Lease not been so terminated, payable upon the due dates therefore following such termination through the expiration of this Lease. If Landlord at its option shall relet the Premises during said period, Landlord shall credit Tenant 7.2 provided and also with the net rents received proceeds of any rent obtained by Landlord from by reletting the Premises, after deducting all Landlord's expenses in connection with such reletting, such net rents to be determined by first deducting from the gross rents, as and when received by Landlord, the expenses incurred or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration all repossession costs, brokerage commissions, fees for legal services and preparation expenses of preparing the Premises for new tenantssuch reletting, brokers’ commissions, reasonable attorneys’ fees and all other expenses properly chargeable against it being agreed by Tenant that Landlord may (i) relet the Premises and the rental therefrom. It is hereby understood that or any such reletting may be part or parts thereof, for a term or terms which may at Landlord's option be equal to or less than or exceed the period shorter which would otherwise have constituted the balance of the Term and may grant such concessions and free rent as Landlord in its sole judgment considers advisable or longer necessary to relet the same and (ii) make such alterations, repairs and decorations in the Premises as Landlord in its sole judgment considers advisable or necessary to relet the same, and no action of Landlord in accordance with the foregoing or failure to relet or to collect rent under reletting shall operate or be construed to release or reduce Tenant's liability as aforesaid. In lieu of any other damages or indemnity and in lieu of full recovery by Landlord of all sums payable under all the foregoing provisions of this Section 7.2, Landlord may by written notice to Tenant, at any time after this Lease is terminated under any of the provisions contained in Section 7.1 or is otherwise terminated for breach of any obligation of Tenant and before such full recovery, elect to recover, and Tenant shall thereupon pay, as liquidated damages, an amount equal to the aggregate of the Annual Fixed Rent and additional rent accrued under Section 2.5, 2.6 and 2.7 in the 12 months ended next following such termination plus the amount of Annual Fixed Rent and additional rent of any kind accrued and unpaid at the time of termination and less the amount of any recovery by Landlord under the foregoing provisions of this Section 7.2 up to the time of payment of such liquidated damages. Nothing contained in this Lease shall limit or prejudice the right of Landlord to prove for and obtain in proceedings for bankruptcy or insolvency by reason of the termination of this Lease, an amount equal to the maximum allowed by any statute or rule of law in effect at the time when, and governing the proceedings in which, the damages are to be proved, whether or not the amount be greater, equal to, or less than the remaining Term amount of this Lease but in no event shall Tenant be entitled the loss or damages referred to receive any excess of such net rents over the sum payable by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit for the collection of damages pursuant hereto to a credit in respect of any net rents from a reletting, except to the extent that such rents are actually received by Landlordabove.

Damages. In the event SECTION 28.01. If this Lease is terminated under the provisions of Article 26, or any if Landlord shall re-enter the Premises under the provisions of law by reason of default hereunder on the part of TenantArticle 27, Tenant shall pay to Landlord, Landlord as damages, at sums equal to the election of Landlord either: (a) The present value of Rental, payable upon the entire amount of due date therefor specified herein following such termination and until the Rent which would have become due and payable during the remainder last day of the Term of this Lease, in which event Tenant agrees to pay the same at once, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of the Rent for the remainder of said Term. Such present value shall be determined utilizing a discount rate of six (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or (b) Sums equal to the Rent which would have been payable by Tenant had this Lease not been so sooner terminated, payable upon the due dates therefore following such termination through the expiration of this Lease. If provided, however, that if Landlord at its option shall relet re-let the Premises during said period, Landlord shall credit Tenant with the net rents Rental received by Landlord from such relettingre-letting, such net rents Rental to be determined by first deducting from the gross rents, Rental as and when received by LandlordLandlord from such re-letting, the expenses incurred or paid by Landlord in terminating this Lease or in re-entering the Premises and in securing possession thereof, as well as the expenses of relettingre-letting, including, without limitation, the alteration including altering and preparation of preparing the Premises for new tenants, brokers’ ' commissions, reasonable attorneys’ fees and all other expenses properly chargeable against the Premises and the rental therefrom. It is hereby thereof; it being understood that any such reletting re-letting may be for all or any part of the Premises or for a period shorter or longer than the remaining Term term of this Lease Lease; but in no event shall Tenant be entitled to receive any excess of such net rents Rental over the sum sums payable by Tenant to Landlord hereunder, nor or shall Tenant be entitled in any suit for the collection of damages pursuant hereto to this Section 28.01 to a credit in respect of any net rents Rental from a relettingre-letting, except to the extent that such rents net Rentals are actually received by Landlord. Landlord shall be under no obligation to relet all or any part of the Premises or otherwise to mitigate damages. If the Premises or any part thereof should be re-let in combination with other space, then proper apportionment on a square foot basis shall be made of the Rental received from such re-letting and of the expenses of re-letting. If the Premises or any part thereof be re-let by Landlord for the unexpired portion of the Term, or any part thereof, before presentation of proof of such damages to any court, commission or tribunal, the amount of rent reserved upon such re-letting shall, prima facie, be the fair and reasonable Rental value for the Premises, or part thereof, so re-let during the term of the re-letting. Each such payment shall be due and payable by Tenant on receipt of a statement from Landlord setting forth the Rental for such period, less the Rental value for the Premises as determined in accordance with the provisions of the preceding sentence, subject, however, to the cure period available to Tenant as provided in the next succeeding paragraph. Should Tenant default in making a payment required of it pursuant to the preceding paragraph upon the due date therefor, a three day cure period (without notice) and none other being available for such purpose, Tenant, if Landlord, at any time thereafter, so elects, shall pay Landlord a sum which at the time of such default represents the present value of the excess (the "Excess"), if any, using a discount rate equal to the sum of (a) two hundred (200) basis points plus (b) the annual percentage yield of a U.S. Treasury instrument requiring periodic payments of interest, as published in a public source of information nationally recognized for accuracy in the reporting of trading in U.S. Treasury securities, such as the New York Times and the Wall Street Journal, selected by Landlord, which has a maturity date on (or if there not be any) a maturity date closest prior to the expiration date of this Lease had it not sooner terminated of (i) the aggregate of the Rental which would have been payable by Tenant hereunder (as presumed in the first paragraph of this Section 28.01) for the period commencing with the date of the default specified in the preceding paragraph, and ending with the last day of the Term, had this Lease not so terminated, over (ii) if re-let, the aggregate Rental payable for the Premises for the same period, and to the extent it is not fully rented, the Rental value for the part not re-let, it being understood that the Rental value, as determined by Landlord shall prima facie be the Rental value of the part of the Premises not so relet. This paragraph shall not be applicable if the Excess is a negative number.

Damages. In 23.01 If this Sublease and the event this Lease is terminated Term shall expire and come to an end as provided in Section 21 or by or under the provisions any summary proceedings or any provisions other action or proceedings, or if Sublessor shall re-enter the Subleased Premises as provided in Section 22 or by or under any summary proceeding or any other action or proceedings, then, in any of law by reason of default hereunder on the part of Tenant, Tenant said events: (i) Subtenant shall pay to LandlordSublessor all Fixed Rent, Additional Rent and other charges payable under this Sublease by Subtenant to Sublessor to the date upon which this Sublease and the Term shall have expired and come to an end or to the date of re-entry upon the Subleased Premises by Sublessor, as the case may be; and (ii) Subtenant shall also be liable for and shall pay to Sublessor, as damages, at any deficiency (referred to as "Deficiency") between the election of Landlord either: (a) The present value Fixed Rent and Additional Rent reserved in this Sublease for the period which otherwise would have constituted the unexpired portion of the entire Term, and the net amount, if any, of rents collected under any reletting effected pursuant to the provisions of Section 23.01 for any part of such period (first deducting from the rents collected under any such reletting all of Sublessor's expenses in connection with the termination of this Sublease or Sublessor's re-entry upon the Subleased Premises and such reletting including, but not limited to, all repossession costs, brokerage commissions, legal expenses, attorneys' fees, alteration costs and other expenses of preparing the Subleased Premises for such reletting). Any such Deficiency shall be paid in monthly installments by Subtenant on the days specified in this Sublease for payment of installments of Fixed Rent. Sublessor shall be entitled to recover from Subtenant each monthly Deficiency as the same shall arise, and no suit to collect the amount of the Rent which would have become due and payable during Deficiency for any month shall prejudice Sublessor's right to collect the remainder of the Term of this Lease, in which event Tenant agrees to pay the same at once, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment shall not constitute Deficiency for any subsequent month by a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of the Rent for the remainder of said Term. Such present value shall be determined utilizing a discount rate of six (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such defaultsimilar proceeding; or (biii) Sums At any time after the Term shall have expired and come to an end or Sublessor shall have re-entered upon the Subleased Premises, as the case may be, whether or not Sublessor shall have collected any Deficiency as aforesaid, Sublessor shall be entitled to recover from Subtenant, and Subtenant shall pay to Sublessor, on demand, as and for liquidated and agreed final damages, a sum equal to the amount by which the Fixed Rent and Additional Rent reserved in this Sublease for the period which otherwise would have constituted the unexpired portion of the Term exceeds the fair and reasonable rental value of the Subleased Premises for the same period. If, before presentation of proof of such, the Subleased Premises, or any part thereof, shall have been payable relet by Tenant had this Lease not been Sublessor in an "at arms length" transaction, for the period which otherwise would have constituted the unexpired portion of the Term, or any part thereof, the amount of rent reserved upon such reletting shall be deemed, prima facie, to be the fair and reasonable rental value for the part of the whole of the Subleased Premises so terminated, payable upon relet during the due dates therefore following such termination through term of the expiration reletting. Subtenant's payment of this Lease. If Landlord at its option liquidated and agreed final damages as hereinabove provided shall relet be reduced by the Premises during said period, Landlord shall credit Tenant with the net rents rent actually received by Landlord from Sublessor upon such reletting, such net rents to be determined by first deducting from the gross rents, as and when received by Landlord, the expenses incurred or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration and preparation of the Premises for new tenants, brokers’ commissions, reasonable attorneys’ fees and all other expenses properly chargeable against the Premises and the rental therefrom. It is hereby understood that any such reletting may be for a period shorter or longer than the remaining Term of this Lease but . 23.02 Subtenant shall in no event shall Tenant be entitled to receive any excess rents collected or payable under any reletting, whether or not such rents shall exceed the rent reserved in this Sublease. Solely for the purposes of this Section 23, the terms Fixed Rent as used in Section 23 shall mean the Fixed Rent in effect immediately prior to the date upon which this Sublease and the Term shall have expired and come to an end, or the date of re-entry upon Subleased Premises by Sublessor, as the case may be, plus any Additional Rent, pursuant to the provisions of Section 5 payable for the Lease Year immediately preceding such net rents over event (or if less than twelve (12) months have elasped since the sum payable Commencement Date, all of the calendar months immediately preceding such termination, as annualized to reflect a full calendar year). Nothing contained in Sections 21 or 22 or this Section 23 shall be deemed to limit or preclude the recovery by Tenant Sublessor from Subtenant of the maximum amount allowed to Landlord hereunderbe obtained as damages by any statute or rule of law, nor shall Tenant or of any sums or damages to which Sublessor may be entitled in any suit for the collection of damages pursuant hereto to a credit in respect of any net rents from a reletting, except addition to the extent that such rents are actually received by Landlorddamages set forth in this Section 23.

Damages. In If Landlord terminates the event right of Tenant to possession of the Premises without terminating this Lease, such termination of possession shall not release Tenant, in whole or in part, from Tenant’s obligation to pay the Rent hereunder for the full stated Term, and Landlord shall have the right to the immediate recovery of all such amounts. Alternatively, at Landlord’s option, Landlord shall have the right, from time to time, to recover from Tenant, and Tenant shall remain liable for, all Base Rent and additional Rent and any other sums then due under this Lease is terminated during the period from the date of such notice or termination of possession to the end of the Term. Landlord may file suit from time to time to recover any such sums and no suit or recovery by Landlord of any such sums or portion thereof shall be a defense to any subsequent suit brought for any other sums due under this Lease. Alternatively, if Landlord elects to terminate this Lease, Landlord shall be entitled to recover from Tenant all Base Rent and additional Rent accrued and unpaid for the provisions or any provisions period up to and including such termination date, as well as all other additional sums payable by Tenant hereunder. In addition, Landlord shall be entitled to recover, as damages for loss of law by reason the benefit of default hereunder on its bargain and not as a penalty, the part sum of Tenant, Tenant shall pay (x) the unamortized cost to Landlord, as damagescomputed and determined in accordance with generally accepted accounting principles, of any tenant improvements provided by Landlord at its expense, (y) the aggregate sum which at the election time of Landlord either: (a) The such termination represents the excess, if any, or the present value of the entire amount of the aggregate Base Rent which would have become due and payable during additional Rent (as reasonably estimated by Landlord) for the remainder of the Term of this Lease, in which event Tenant agrees to pay over the same at once, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance then present value of the Rent then aggregate fair rental value of the Premises for the remainder balance of said the Term. Such , immediately prior to such termination, such present value shall worth to be determined utilizing computed in each case on the basis of a discount rate of six percent (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects ) per annum discount from the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or (b) Sums equal to the Rent respective dates upon which rentals would have been payable by Tenant hereunder had this Lease the Term not been so terminated, payable upon the due dates therefore following such termination through the expiration of this Lease. If Landlord at its option shall relet the Premises during said periodand (z) any damages in addition thereto, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such net rents to be determined by first deducting from the gross rents, as and when received by Landlord, the expenses incurred or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration and preparation of the Premises for new tenants, brokers’ commissions, including reasonable attorneys’ fees and all other expenses properly chargeable against court costs, which Landlord shall have sustained by reason of the Premises and breach of any of the rental therefrom. It is hereby understood that any such reletting may be for a period shorter or longer than the remaining Term covenants of this Lease but in no event shall Tenant be entitled to receive any excess of such net rents over the sum payable by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit other than for the collection payment of damages pursuant hereto to a credit in respect of any net rents from a reletting, except to the extent that such rents are actually received by LandlordRent.

Damages. In the event 27.01 If this Lease is terminated under the provisions of Article 24, or any if Landlord shall re-enter the Demised Premises or terminate this Lease under the provisions of law by reason of default hereunder on the part of TenantArticle 26, Tenant shall pay to Landlord, Landlord as damages, at the election of Landlord Landlord, either: (a) The present A sum which at the time of such termination of this Lease or at the time of any such re-entry by Landlord, as the case may be, represents the then value of the entire amount excess, if any, of (i) the aggregate of the Fixed Rent payable hereunder which would have become due been payable by Tenant for the period commencing with such earlier termination of this Lease or the date of any such re-entry, as the case may be, and payable during ending with the remainder Expiration Date, had this Lease not so terminated or had Landlord not so re-entered the Demised Premises, over (ii) the aggregate fair rental value of the Term of this Lease, in which event Tenant agrees to pay Demised Premises for the same at onceperiod, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of the Rent for the remainder of said Term. Such both discounted to present value shall be determined utilizing using a discount rate of six four (64%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default) percent per annum; or (b) Sums equal to the Fixed Rent payable hereunder which would have been payable by Tenant had this Lease not been so terminated, or had Landlord not so re-entered the Demised Premises, payable upon the due dates therefore therefor specified herein following such termination through or such re-entry and until the expiration of this Lease. If Expiration Date, provided, however, that if Landlord at its option shall relet the Demised Premises during said period, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such . The net rents to will be determined by first deducting from the gross rents, rents as and when received by LandlordLandlord from such reletting, the all reasonable, actual out-of-pocket expenses incurred or paid by Landlord in terminating this Lease or in re-entering the Demised Premises and in securing possession thereof, as well as the expenses of reletting, including, without limitation, including altering and preparing the alteration and preparation of the Demised Premises for new tenants, brokers’ commissions, reasonable attorneys’ fees and all other expenses properly chargeable against the Demised Premises and the rental therefrom. It is hereby understood that any Any such reletting may be for a period shorter or longer than the remaining Term of this Lease Lease; but in no event shall Tenant be entitled to receive any excess of such net rents over the sum sums payable by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit for the collection of damages pursuant hereto to this Subsection to a credit in respect of any net rents from a reletting, except to the extent that such net rents are actually received by Landlord. Landlord shall not be liable in any way whatsoever for failure to relet the Demised Premises, or in the event that the Demised Premises are relet, for failure to collect rent thereof under such reletting, except to the extent Landlord breaches its obligations under Section 26.02(iii). If the Demised Premises or any part thereof should be relet in combination with other space, then proper apportionment on a square foot basis shall be made of the rent received from such reletting and of the expenses of reletting. If the Demised Premises or any part thereof are relet by Landlord in connection with an arms-length transaction for the unexpired portion of the Term, or any part thereof, then, in any proceeding before any court, commission or tribunal, the amount of rent reserved upon such reletting shall, prima facie, be the fair and reasonable rental value for the Demised Premises, or part thereof, so relet during the term of the reletting. 27.02 Suit or suits for the recovery of Landlord’s damages, or any installments thereof, may be brought by Landlord from time to time at its election, and nothing contained herein shall be deemed to require Landlord to postpone suit until the date when the Term Lease would have expired if it had not been so terminated under the provisions of Articles 24 and 26, or under any provision of law, or had Landlord not re-entered the Demised Premises. Nothing herein contained shall be construed to limit or preclude recovery by Landlord against Tenant of any sums or damages to which, in addition to the damages particularly provided above, Landlord may lawfully be entitled by reason of any default hereunder on the part of Tenant. Nothing herein contained shall be construed to limit or prejudice the right of Landlord to seek and obtain as liquidated damages by reason of the termination of this Lease or re-entry on the Demised Premises for the default of Tenant under this Lease, an amount equal to the maximum allowed by any statute or rule of law in effect at the time when, and governing the proceedings in which, such damages are to be proved whether or not such amount be greater, equal to, or less than any of the sums referred to in Section 27.01. Notwithstanding the foregoing, and except as otherwise provided in Article 41, Tenant shall have no liability to Landlord for any consequential, special or punitive damages, including lost profits. 27.03 In the event of any actual or anticipatory breach by Tenant of any of Tenant’s obligations under this Lease, then, in addition to the foregoing and without regard to whether this Lease is terminated, Tenant shall be obligated to pay to Landlord upon demand, all costs and expenses incurred by Landlord, including reasonable attorney’s fees, with respect to any lawsuit, arbitration or other proceeding instituted or defended or any action taken by Landlord to enforce all or any of the provisions of this Lease to the extent Landlord is the prevailing party.

Damages. In the event (1) If this Lease is terminated and the Term shall expire and come to an end as provided in Article 15, or by or under the provisions any summary proceeding or any provisions other action or proceeding, or if Landlord shall re-enter the Premises as provided in Subsection A of law this Article, or by reason or under any summary proceeding or any other action or proceeding, then, in any of default hereunder on said events: (a) Tenant shall pay to Landlord all Rent, Additional Rent and other charges payable under this Lease by Tenant to Landlord to the part date upon which this Lease and the Term shall have expired and come to an end or to the date of Tenantre-entry upon the Premises by Landlord, as the case may be; (b) Tenant also shall be liable for and shall pay to Landlord, as damages, at the election of Landlord either: any deficiency (areferred to as “Deficiency”) The present value of the entire amount of between the Rent reserved in this Lease for the period which otherwise would have become due and payable during constituted the remainder unexpired portion of the Term and the net amount, if any, of rents collected under any reletting effected pursuant to the provisions of Subsection A(1) of this Article for any part of such period (first deducting from the rents collected under any such reletting all of Landlord’s expenses in connection with the termination of this Lease, or Landlord’s reentry upon the Premises and with such reletting including, but not limited to, all repossession costs, brokerage commissions, legal expenses, attorneys’ fees and disbursements, alteration costs and other expenses of preparing the Premises for such reletting); any such Deficiency shall be paid in which event monthly installments by Tenant agrees on the days specified in this Lease for payment of installments of Rent, Landlord shall be entitled to pay recover from Tenant each monthly Deficiency as the same at onceshall arise, together with all Rent theretofore due, at and no suit to collect the amount of the Deficiency for any month shall prejudice Landlord’s address right to collect the Deficiency for any subsequent month by a similar proceeding; and (c) whether or not Landlord shall have collected any monthly Deficiencies as provided herein; provided howeveraforesaid, that such payment Landlord shall not constitute a penalty or forfeiture or be entitled to recover from Tenant, and Tenant shall pay to Landlord, on demand, in lieu of any further Deficiencies as and for liquidated and agreed final damages, but shall merely constitute payment in advance of the Rent for the remainder of said Term. Such present value shall be determined utilizing a discount rate of six (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or (b) Sums sum equal to the amount by which the Rent reserved in this Lease for the period which otherwise would have been payable by Tenant had this Lease not been so terminated, payable upon constituted the due dates therefore following such termination through unexpired portion of the expiration of this Lease. If Landlord at its option shall relet Term exceeds the Premises during said period, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such net rents to be determined by first deducting from the gross rents, as then fair and when received by Landlord, the expenses incurred or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration and preparation reasonable rental value of the Premises for new tenantsthe same period, brokers’ commissionsless the aggregate amount of Deficiencies theretofore collected by Landlord pursuant to the provisions of Subsection B(1)(b) of this Article for the same period; if, before presentation of proof of such liquidated damages to any court, commission or tribunal, the Premises, or any part thereof, shall have been relet by Landlord for the period which otherwise would have constituted the unexpired portion of the Term, or any part thereof, the amount of rent reserved upon such reletting shall be deemed, prima facie, to be the fair and reasonable attorneys’ fees and all other expenses properly chargeable against rental value for the part or the whole of the Premises and so relet during the rental therefrom. It is hereby understood that term of the reletting. (2) If the Premises, or any part thereof, shall be relet together with other space in the Building, the rents collected or reserved under any such reletting may and the expenses of any such reletting shall be equitably apportioned for a period shorter or longer than the remaining Term purposes of this Lease but Subsection B. Tenant shall in no event shall Tenant be entitled to receive any excess rents collected or payable under any reletting, whether or not such rents shall exceed the Rent reserved in this Lease. Solely for the purposes of this Article, the term “Rent” as used in Subsection B(1) of this Article shall mean the Rent in effect immediately prior to the date upon which this Lease and the Term shall have expired and come to an end, or the date of re-entry upon the Premises by Landlord, as the case may be, adjusted to reflect any increase or decrease pursuant to the provisions of Article 3 hereof for the Comparison Year immediately preceding such net rents over event. Nothing contained in Article 15 or this Article shall be deemed to limit or preclude the sum payable recovery by Landlord from Tenant of the maximum amount allowed to be obtained as damages by any statute or rule of law, or of any sums or damages to which Landlord hereunder, nor shall Tenant may be entitled in any suit for the collection of damages pursuant hereto to a credit in respect of any net rents from a reletting, except addition to the extent that such rents are actually received by Landlorddamages set forth in Subsection B(1) of this Article.

Damages. In the event that this Lease is terminated under any of the provisions contained in Section 8.1 or shall be otherwise terminated for breach of any provisions of law by reason of default hereunder on the part obligation of Tenant, Tenant shall covenants to pay to Landlord forthwith on Landlord's demand, as damagescompensation, at in addition to any other amounts to which Landlord may be entitled, an amount equal to the election excess, if any, of Landlord either: (a) The the discounted present value of the entire amount of total rent reserved for the Rent which would have become due and payable during the remainder residue of the Term or the Extension Term if so exercised, over the then discounted present fair rental value of the Premises for the residue of the Term. In calculating the rent reserved, there shall be included, in addition to the Annual Fixed Rent and all additional rent, the value of all other considerations agreed to be paid or performed by Tenant for said residue. Tenant further covenants as an additional and cumulative obligation after any such termination to pay punctually to Landlord all the sums and perform. all the obligations which Tenant covenants in this Lease to pay and to perform in the same manner and to the same extent and at the same time as if this Lease had not been terminated. In calculating the amounts to be paid by Tenant under the next foregoing covenant, Tenant shall be credited with (a) any amount received from Tenant under the first sentence of this Lease, in which event Tenant agrees to pay the same at once, together with all Rent theretofore due, at Landlord’s address as provided hereinSection 8.2; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of the Rent for the remainder of said Term. Such present value shall be determined utilizing a discount rate of six (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or and (b) Sums equal to the Rent which would have been payable by Tenant had this Lease not been so terminated, payable upon the due dates therefore following such termination through the expiration of this Lease. If Landlord at its option shall relet the Premises during said period, Landlord shall credit Tenant with the net rents received proceeds of any rent obtained by Landlord from reletting the Premises, after deducting all Landlord's expenses in connection with such reletting, such net rents to be determined by first deducting from the gross rents, as and when received by Landlord, the expenses incurred or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration all repossession costs, brokerage commissions, fees for legal services and preparation expenses of preparing the Premises for new tenantssuch reletting, brokers’ commissionsit being agreed that Landlord may (i) relet the Premises, or any part or parts thereof, for a term or terms which may, at Landlord's option, be equal to or less than or exceed the period which would otherwise have constituted the balance of the Term, and may grant such concessions and free rent as Landlord in its reasonable attorneys’ fees commercial judgment considers advisable or necessary to relet the same and all other expenses properly chargeable against (ii) make such alterations, repairs and decorations in the Premises as Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same, and no action of Landlord in accordance with the rental therefromforegoing or failure to relet or to collect rent under reletting shall operate or be construed to release or. It is hereby understood that any such reletting may be for a period shorter or longer than reduce Tenant's liability as aforesaid Landlord agrees to use reasonable efforts to attempt to relet the remaining Term of this Lease Premises, but in no event shall Tenant be entitled to receive any excess seek to rent other properties of such net rents over Landlord prior to reletting the sum payable by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit for the collection of damages pursuant hereto to a credit in respect of any net rents from a reletting, except to the extent that such rents are actually received by LandlordPremises.

Damages. In the event this Lease is terminated under the provisions or Upon any provisions Event of law by reason of default hereunder on the part of TenantDefault, Tenant shall pay remain liable to Landlord, as damages, at the election of Landlord either: for the following amounts: (a) The present value any Rent of the entire amount of the Rent any kind whatsoever which would may have become due and payable with respect to the period in the Term which has already expired, (b) all Rent which becomes due during the remainder of the Term Term, (c) all costs, fees and expenses incurred by Landlord in leasing the Premises to others from time to time, including but not limited to leasing commissions, construction and other build-out costs, design and permitting costs and the like, and (e) all costs, fees and expenses incurred by Landlord in pursuit of this Leaseits remedies hereunder, in which event Tenant agrees including but not limited to pay the same attorneys' fees and court costs. All such amounts shall be due and payable immediately upon demand by Landlord and shall bear interest at once, together with all Rent theretofore due18% per annum until paid. Furthermore, at Landlord’s address as provided herein; provided however's option, that such payment Tenant shall not constitute a penalty or forfeiture or liquidated damagesbe obligated to pay, but shall merely constitute payment in advance lieu of item (b) above in this Section 14.04, an amount (the "Substitute Amount") which is equal to (i) the present value of all Rent which would become due during the remainder of the Term, including all Additional Rent which shall be deemed to continue and increase over such remainder of the Term at the average rate of increase occurring over the then-expired portion of the Term, with such present value to be determined by discounting at an annual rate of interest which is equal to the bond- equivalent yield for the most recent auction of U.S. Treasury Bills with a 1-year maturity, minus (ii) the fair market rental value of the Premises for the remainder of said the Term. Such present value shall be determined utilizing a discount rate of six (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or (b) Sums equal to the Rent which would have been payable by Tenant had this Lease not been so terminated, payable upon the due dates therefore following such termination through the expiration of this Lease. If Landlord at its option shall relet the Premises during said period, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such net rents to be as determined by first deducting from the gross rents, as and when received independent real estate professional selected by Landlord, . Tenant and Landlord acknowledge and agree that payment to Landlord of the expenses incurred or paid foregoing Substitute Amount a reasonable forecast of the actual damages which will be suffered by Landlord in terminating this Lease case of an Event of Default by Tenant, which actual damages are otherwise difficult or impossible to ascertain, and in securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration therefore such payment constitutes liquidated damages and preparation of the Premises for new tenants, brokers’ commissions, reasonable attorneys’ fees and all other expenses properly chargeable against the Premises and the rental therefromnot a penalty. It is hereby understood that Any suit or action brought by Landlord to collect any such reletting may be for a period shorter liquidated damages shall not in any manner prejudice any other rights or longer than the remaining Term remedies of this Lease but in no event shall Tenant be entitled to receive any excess of such net rents over the sum payable by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit for the collection of damages pursuant hereto to a credit in respect of any net rents from a reletting, except to the extent that such rents are actually received by Landlord.

Damages. In the event If this Lease is terminated under Section 6.03, or if Landlord re-enters the provisions or any provisions of law by reason of default hereunder on the part of TenantPremises under Section 6.04, Tenant shall pay to Landlord, Landlord as damagesliquidated damages in respect of the Rent payable for the balance of the term, at the election of Landlord Landlord, either: (a) The present a sum which, at the time of such termination, represents the then value of the entire amount excess, if any, of (1) the aggregate of the Rent which which, had this Lease not terminated, would have become due been payable hereunder by Tenant for the period commencing on the day following the date of such termination or re-entry to and payable during including the remainder Expiration Date over (2) the aggregate fair rental value of the Term of this Lease, in which event Tenant agrees to pay Premises for the same at onceperiod, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance both of the Rent for the remainder of said Term. Such (1) and (2) being discounted to present value shall be determined utilizing a discount rate of six (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any termat the Prime Rate, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or (b) Sums sums equal to the Rent which that would have been payable by Tenant through and including the Expiration Date had this Lease not been so terminatedterminated or had Landlord not re-entered the Premises, payable upon the due dates therefore therefor specified in this Lease; provided, that if Landlord shall relet all or any part of the Premises for all or any part of the period commencing on the day following the date of such termination through or re-entry to and including the expiration of this Lease. If Landlord at its option shall relet the Premises during said periodExpiration Date, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such net rents to be determined by first deducting from the gross rents, rents as and when received by Landlord, Landlord from such reletting the expenses incurred or paid by Landlord in terminating this Lease and in of re-entering the Premises and of securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration altering and preparation of preparing the Premises for new tenants, brokers’ commissions, reasonable attorneys’ fees and all other expenses properly chargeable against the Premises and the rental therefrom. It is hereby therefrom in connection with such reletting, it being understood that any such reletting may be for a period equal to or shorter or longer than the remaining Term of this Lease but said period; provided, further, that (i) in no event shall Tenant be entitled to receive any excess of such net rents over the sum sums payable by Tenant to Landlord hereunderunder this Lease, nor (ii) in no event shall Tenant be entitled entitled, in any suit for the collection of damages pursuant hereto to this Section 6.05(b), to a credit in respect of any net rents from a reletting, reletting except to the extent that such net rents are actually received by LandlordLandlord prior to the commencement of such suit, (iii) if the Premises or any part thereof should be relet in combination with other space, then an equitable apportionment shall be made of the rent received from such reletting and of the expenses of reletting, and (iv) Landlord shall have no obligation to so relet the Premises and Tenant hereby waives any right Tenant may have, at law or in equity, to require Landlord to so relet the Premises. Suit or suits for the recovery of any damages payable hereunder by Tenant, or any installments thereof, may be brought by Landlord from time to time at its election, and nothing contained herein shall require Landlord to postpone suit until the date when the Term would have expired but for such termination or re-entry.

Damages. In (i) The first paragraph appearing in Section 16.3 of the event Original Lease shall be amended and restated to read, in its entirety, as follows: (i) The termination of this Lease is terminated under Lease; (ii) the provisions repossession of the Leased Property and any Capital Additions of the Facilities; (iii) the failure of Lessor, notwithstanding reasonable good faith efforts, to relet the Leased Property or any provisions portion thereof; (iv) the reletting of law all or any portion of the Leased Property; or (v) the failure or inability of Lessor to collect or receive any rentals due upon any such reletting, shall not relieve Lessee of its liabilities and obligations hereunder, all of which shall survive any such termination, repossession or reletting. If any such termination occurs, Lessee shall forthwith pay to Lessor all Rent due and payable with respect to the Leased Property of the Facilities to and including the date of such termination. Thereafter, following any such termination, Lessee shall forthwith pay to Lessor, at Lessor’s option, as and for liquidated and agreed current damages for an Event of Default by reason Lessee, the sum of:” (ii) The phrase “with respect to the terminated Facility” appearing in each of default hereunder on subsections “(a)” through “(d)” of Section 16.3 of the part Original, shall each be deleted in their entirety. (iii) The second-to-last paragraph appearing in Section 16.3 of Tenantthe Original Lease shall be amended and restated to read, Tenant in its entirety, as follows: “Alternatively, if Lessor does not elect to terminate this Lease, then Lessee shall pay to LandlordLessor, at Lessor’s option, as damages, at the election and for agreed damages for such Event of Landlord either: (a) The present value Default without termination of Lessee’s right to possession of the entire amount Leased Property, each installment of said Rent (including the monthly Allocated Minimum Rent which would have become and other sums payable by Lessee to Lessor under this Lease as the same becomes due and payable during with respect to the remainder of the Term of this Lease, in which event Tenant agrees to pay the same at onceLeased Property), together with all Rent theretofore dueinterest at the Overdue Rate from the date when due until paid, at Landlord’s address as provided herein; provided howeverand Lessor may enforce, that such payment shall not constitute a penalty by action or forfeiture or liquidated damagesotherwise, but shall merely constitute payment in advance of the Rent for the remainder of said Term. Such present value shall be determined utilizing a discount rate of six (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition other term or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or.” (biv) Sums equal to the Rent which would have been payable by Tenant had this Lease not been so terminated, payable upon the due dates therefore following such termination through the expiration of this Lease. If Landlord at its option shall relet the Premises during said period, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such net rents to be determined by first deducting from the gross rents, as and when received by Landlord, the expenses incurred or paid by Landlord The last paragraph appearing in terminating this Lease and in securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration and preparation Section 16.3 of the Premises for new tenants, brokers’ commissions, reasonable attorneys’ fees and all other expenses properly chargeable against the Premises and the rental therefrom. It Original Lease is hereby understood that any such reletting may be for a period shorter or longer than the remaining Term of this Lease but deleted in no event shall Tenant be entitled to receive any excess of such net rents over the sum payable by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit for the collection of damages pursuant hereto to a credit in respect of any net rents from a reletting, except to the extent that such rents are actually received by Landlordits entirety.

Damages. In the event this Lease is terminated under the provisions or any provisions of law by reason of default hereunder on the part of Tenant, Tenant shall pay to Landlord, as damages, at the election of Landlord Landlord, either: (a) The present value of the entire amount of the Rent which would have become due and payable during the remainder of the Term of this Lease, in which event Tenant agrees to pay the same at once, together with all Rent theretofore due, at Landlord’s 's address as provided herein; provided provided, however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of the Rent for the remainder of the said Term. Such present value shall be determined utilizing a discount rate of six percent (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF If Landlord elects the remedy given in this Section 16.1 (asection 17.1(a), then same shall be Landlord’s 's sole remedy for such default; or (b) Sums equal to the Rent which would have been payable by Tenant had this Lease not been so terminated, payable upon the due dates therefore therefor following such termination through the expiration Expiration Date of this Lease. If Landlord Landlord, at its option shall relet the Premises during said period, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such net rents to be determined by first deducting from the gross rents, as and when received by Landlord, the expenses incurred or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration and preparation of the Premises for new tenants, brokers’ ' commissions, reasonable attorneys’ ' fees and all other expenses properly chargeable against the Premises and the rental therefrom. It is hereby understood that any such reletting may be for a period shorter or longer than the remaining Term of this Lease but in no event shall Tenant be entitled to receive any excess of such net rents over the sum payable by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit for the collection of damages pursuant hereto to a credit in respect of any net rents from a reletting, except to the extent that such rents are actually received by Landlord. Notwithstanding anything contained in this Article XVII to the contrary, in the event Landlord elects option (a) above, Tenant's liability for the payment of accelerated Rent shall be limited to an amount equal to one (1) year's Base Rent, Additional Rent and Sales Tax thereon at the rental rate which would have otherwise been applicable, as well as any past due Rents, and Landlord shall thereafter be free to relet the Premises to a third party tenant with no obligation to Tenant for the payment of any rents received from such reletting.

Damages. In the event 24.1 If this Lease is terminated under the provisions of Article 22, or if Landlord re-enters the Premises under the provisions of Article 23, or in the event of the termination of this Lease, or of re-entry, by or under any summary dispossess or other proceeding or action or any provisions provision of law by reason of default hereunder on the part of Tenant, Tenant shall continue to pay to Landlord, Landlord monthly as damages, at the election of Landlord either: (a) The present value of the entire amount of the Rent which would have become due and payable during the remainder of the Term of this Lease, in which event Tenant agrees to pay the same at once, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of the Rent for the remainder of said Term. Such present value shall be determined utilizing a discount rate of six (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or (b) Sums damages sums equal to the Fixed Rent which would have been payable by Tenant had this Lease not been so terminated, or had Landlord not so re-entered the Demised Premises, payable upon the due dates therefore therefor (as provided in this Lease) following such termination through or such re-entry until the expiration of date that would have been the Expiration Date if this Lease. If Lease had not so terminated or if Landlord at its option had not so re-entered the Premises; provided, however, if Landlord shall relet all or any portion of the Demised Premises during said periodperiod to an unaffiliated third party or shall occupy all or any portion of the Demised Premises itself, Landlord shall credit Tenant with the net rents received by Landlord from such relettingreletting (or the current rental rate of the Demised Premises actually occupied if occupied by Landlord), such net rents to be determined by first deducting from the gross rents, rents as and when received by Landlord, Landlord from such reletting the reasonable and customary expenses incurred or paid by Landlord in terminating this Lease or in re-entering the Demised Premises and in securing possession thereof, as well as the reasonable and customary expenses of relettingreletting paid by Landlord, including, without limitation, including altering and preparing the alteration and preparation of the Demised Premises for new tenants, brokers’ commissions, reasonable attorneys’ fees and disbursements, and all other expenses properly chargeable against the Premises and the rental therefrom. It is hereby such expenses, it being understood that any such reletting may be for a period shorter or longer than what would have been the remaining unexpired portion of the Term of if this Lease had not so terminated or if Landlord had not so re-entered the Demised Premises, but in no event shall Tenant be entitled to receive any excess of such net rents over the sum sums payable by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit for the collection of damages pursuant hereto to this subdivision to a credit in respect of any net rents from a reletting, except to the extent that such net rents are actually received by Landlord. If the Demised Premises or any part thereof is relet in combination with other space, then proper apportionment on a per square foot basis shall be made of the rent received from such reletting and of the expenses of reletting, consistent with the foregoing. 24.2 Suit or suits for the recovery of such damages, or any installments thereof, may be brought by Landlord from time to time at its election, and nothing contained herein shall be deemed to require Landlord to postpone suit until the date when the Term would have expired if this Lease had not so terminated or had Landlord not so re-entered the Demised Premises. Nothing herein contained shall be construed to limit or preclude recovery by Landlord against Tenant of any sums or damages to which, in addition to the damages particularly provided above, Landlord may lawfully be entitled by reason of any default of Tenant hereunder. Nothing herein contained shall be construed to limit or prejudice the right of Landlord to prove for and obtain as damages by reason of the termination of this Lease or re-entry on the Demised Premises for the default of Tenant under this Lease an amount equal to the maximum allowed by any statute or rule of law in effect at the time when, and governing the proceedings in which, such damages are to be proved whether or not such amount is greater than, equal to, or less than any of the sums referred to in Section 24.1. Notwithstanding anything to the contrary in this Lease, in no event shall either party be entitled to consequential or special damages as a result of any breach or default hereunder. 24.3 In addition, if this Lease is terminated under the provisions of Article 22, or if Landlord re-enters the Demised Premises under the provisions of Article 23, Tenant agrees that: (a) the Demised Premises then shall be in the same condition as that in which Tenant has agreed to surrender the same to Landlord on the Expiration Date, and (b) Tenant shall have performed prior to any such termination or re-entry any obligation of Tenant contained in this Lease for the making of any Alteration or for restoring or rebuilding the Demised Premises or any part thereof, and

Damages. In the event If this Lease is terminated under by Landlord pursuant to Section 19.B., Tenant nevertheless shall remain liable for any rent and damages which may be due or sustained prior to such termination, all reasonable costs, fees and expenses including, but not limited to, reasonable attorneys’ fees, costs and expenses incurred by Landlord in pursuit of its remedies hereunder, or in renting the Leased Premises to others from time to time (all such rent, damages, costs, fees and expenses being referred to herein as “Termination Damages”), additional damages which shall be that amount equal to accelerated rent, Percentage Rent (if any), Additional Rent and other sums due hereunder for the balance of the lease term, discounted to present value at a rate equal to the then applicable discount rate of the Federal Reserve Bank in Baltimore, Maryland plus one (1) percentage point (the “Liquidated Damages”), and all consequential damages to Landlord for Tenant’s failure to surrender the Leased Premises in accordance with the provisions or any provisions of law by reason of default hereunder on this Lease (and this clause shall survive the part of Tenant, Tenant shall pay to Landlord, as damages, at the election of Landlord either: (a) The present value of the entire amount of the Rent which would have become due and payable during the remainder of the Term termination of this Lease). In determining such Liquidated Damages, in which event Tenant agrees to pay the same at once, together with all amount of Additional Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of the and Percentage Rent for the remainder of said Term. Such present value (if any) shall be determined utilizing a discount rate of six (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring deemed to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects be the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or (b) Sums amount equal to the amounts of Additional Rent payable in the Lease Year immediately preceding the Lease Year in which default occurs (annualized in the event such preceding Lease Year is less than 12 months), discounted to present value. Provided Landlord obtains a final money judgment against Tenant for the Termination Damages and the Liquidated Damages, if Landlord relets the Leased Premises prior to the expiration of the lease term, all Rent which would have been payable by Tenant had this Lease not been so terminated, payable upon the due dates therefore following such termination through the expiration of this Lease. If Landlord at its option shall relet the Premises during said period, Landlord shall credit Tenant with the net rents received collected by Landlord from Tenant now paid by a new tenant will be credited against such judgment. If this Lease is terminated pursuant to Section 19.B., Landlord may relet the Leased Premises or any part thereof, alone or together with other premises, for such term(s) (which may be greater or less than the period which otherwise would have constituted the balance of the lease term) and on such terms and conditions (which may include concessions or free rent and alterations of the Leased Premises) as Landlord, in its sole discretion, may determine, but Landlord shall not be liable for, nor shall Tenant’s obligations hereunder be diminished by reason of, any failure by Landlord to relet the Leased Premises or any failure toy Landlord to collect any rent due upon such reletting, such net rents to be determined by first deducting from the gross rents, as and when received by Landlord, the expenses incurred or paid by Landlord . Nothing contained in terminating this Lease shall limit or prejudice the right of Landlord to prove for and obtain, in securing possession thereof, as well as proceedings for the expenses of reletting, including, without limitation, the alteration and preparation of the Premises for new tenants, brokers’ commissions, reasonable attorneys’ fees and all other expenses properly chargeable against the Premises and the rental therefrom. It is hereby understood that any such reletting may be for a period shorter or longer than the remaining Term termination of this Lease but in no event shall Tenant be entitled to receive any excess by reason of such net rents over the sum payable by Tenant to Landlord hereunderbankruptcy or insolvency, nor shall Tenant be entitled in any suit for the collection of damages pursuant hereto to a credit in respect of any net rents from a reletting, except an amount equal to the extent that such rents maximum allowed by any statute or rule of law in effect at the time when, and governing the proceedings in which, the damages are actually received by Landlordto be proved, whether or not the amount be greater, equal to, or less than the amount of the loss or damages referred to above. The failure or refusal of Landlord to relet the Leased Premises or any part or parts thereof shall not release or affect Tenant’s liability for damages.

Damages. In the event that this Lease is terminated under the provisions or any provisions of law by reason of default hereunder on the part of Tenant, Tenant shall pay to Landlord, as damagesterminated, at the election Landlord's election, the Tenant covenants to pay to the Landlord forthwith on the Landlord's demand, as compensation, an amount (the "Lump Sum Payment") equal to the excess, if any, of Landlord either: (a) The the discounted present value (discounted at an annualized rate of three percent (3%)) of the entire amount of the Rent which would have become due and payable during total rent reserved for the remainder of the Term of this Lease, in which event Tenant agrees to pay over the same at once, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance then discounted present fair rental value of the Rent Premises for the remainder of said the Term. Such present value In calculating the rent reserved, there shall be determined utilizing a discount rate included, in addition to the Annual Fixed Rent and all Additional Rent, the value of six all other considerations agreed to be paid or performed by the Tenant over the remainder of the Term. Without in anyway limiting the foregoing and in addition thereto, at the Landlord's election, the Tenant shall pay punctually to the Landlord all the sums (6%)the "Periodic Payments") and perform all the obligations which the Tenant covenants in this Lease to pay and to perform in the same manner and to the same extent and at the same time as if this Lease had not been terminated. The acceptance In calculating the amounts to be paid by the Tenant under the foregoing covenant, the Tenant shall be credited with the amount of such payment by Landlord shall not constitute a waiver the Lump Sum Payment allocable to the Specific Periodic Payment and the net proceeds of any failure of Tenant thereafter occurring to comply rent obtained by reletting the Premises, after deducting all the Landlord's expenses in connection with any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or (b) Sums equal to the Rent which would have been payable by Tenant had this Lease not been so terminated, payable upon the due dates therefore following such termination through the expiration of this Lease. If Landlord at its option shall relet the Premises during said period, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such net rents to be determined by first deducting from the gross rents, as and when received by Landlord, the expenses incurred or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration all repossession costs, brokerage commissions, reasonable fees for legal services and preparation expenses of reasonably preparing the Premises for new tenantssuch reletting. The Landlord may (i) relet the Premises, brokers’ commissionsor any part or parts thereof, reasonable attorneys’ fees for a term or terms which may, at the Landlord's option, exceed or be equal to or less than the period which would otherwise have constituted the balance of the Term, and all other expenses properly chargeable against may grant such concessions and free rent as the Landlord considers necessary to relet the same and (ii) make such alterations, repairs and improvements in the Premises and as the rental therefromLandlord considers necessary to relet the same. It is hereby understood that any such reletting may be for Landlord shall use reasonable efforts to mitigate its damages in the event of a period shorter or longer than the remaining Term of this Lease but in no event shall Tenant be entitled to receive any excess of such net rents over the sum payable by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit for the collection of damages termination pursuant hereto to a credit in respect of any net rents from a reletting, except to the extent that such rents are actually received by Landlordhereto.

Damages. In the event that this Lease is terminated under any of the provisions contained in Section 7.1 or shall be otherwise terminated for breach of any provisions of law by reason of default hereunder on the part obligation of Tenant, Tenant shall covenants to pay forthwith to Landlord, as damagescompensation, at the election excess of Landlord either: (a) The present the total rent reserved for the residue of the Term over the rental value of the entire amount Premises for said residue of the Rent which would have become due and payable during Term. In calculating the remainder of the Term of this Leaserent reserved there shall be included, in which event addition to the Annual Fixed Rent and all additional rent, the value of all other considerations agreed to be paid or performed by Tenant agrees for said residue. Tenant further covenants as an additional and cumulative obligation after any such ending to pay punctually to Landlord all the sums and perform all the obligations which Tenant covenants in this Lease to pay and to perform in the same manner and to the same extent and at once, together with all Rent theretofore due, at Landlord’s address the same time as provided herein; provided however, that such payment shall if this Lease had not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of been terminated. In calculating the Rent for amounts to be paid by Tenant under the remainder of said Term. Such present value next foregoing covenant Tenant shall be determined utilizing a discount rate of six (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply credited with any term, provision, condition or covenant of this Lease. IF amount paid to Landlord elects the remedy given as compensation as in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or (b) Sums equal to the Rent which would have been payable by Tenant had this Lease not been so terminated, payable upon the due dates therefore following such termination through the expiration of this Lease. If Landlord at its option shall relet the Premises during said period, Landlord shall credit Tenant 7.2 provided and also with the net rents received proceeds of any rent obtained by Landlord from by reletting the Premises, after deducting all Landlord's expenses in connection with such reletting, such net rents to be determined by first deducting from the gross rents, as and when received by Landlord, the expenses incurred or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration all repossession costs, brokerage commissions, fees for legal services and preparation expenses of preparing the Premises for new tenantssuch reletting, brokers’ commissionsit being agreed by Tenant that Landlord may (i) relet the Premises or any part or parts thereof, reasonable attorneys’ for a term or terms which may at Landlord's option be equal to or less than or exceed the period which would otherwise have constituted the balance of the Term and may grant such concessions and free rent as Landlord in its sole judgment considers advisable or necessary to relet the same and (ii) make such alterations, repairs and decorations in the Premises as Landlord in its sole judgment considers advisable or necessary to relet the same, and no action of Landlord in accordance with the foregoing or failure to relet or to collect rent under reletting shall operate or be construed to release or reduce Tenant's liability as aforesaid. In lieu of any other damages or indemnity and in lieu of full recovery by Landlord of all sums payable under all the foregoing provisions of this Section 7.2, Landlord may by written notice to Tenant, at any time after this Lease is terminated under any of the provisions contained in Section 7.1 or is otherwise terminated for breach of any obligation of Tenant and before such fall recovery, elect to recover, and Tenant shall thereupon pay, as liquidated damages, an amount equal to the aggregate of the Annual Fixed Rent and additional rent accrued under Section 2.5, 2.6 and 2.7 in the 12 months ended next following such termination plus the amount of Annual Fixed Rent and additional rent of any kind accrued and unpaid at the time of termination and less the amount of any recovery by Landlord under the foregoing provisions of this Section 7.2 up to the time of payment of such liquidated damages. Nothing contained in this Lease shall limit or prejudice the right of Landlord to prove for and obtain in proceedings for bankruptcy or insolvency by reason of the termination of this Lease, an amount equal to the maximum allowed by any statute or rule of law in effect at the time when, and governing the proceedings in which, the damages are to be proved, whether or not the amount be greater, equal to, or less than the amount of the loss or damages referred to above; provided, however, that Landlord may not obtain damages in excess of its maximum actual damages (including fees and all other expenses properly chargeable against the Premises and the rental therefrom. It is hereby understood that any such reletting may be for a period shorter or longer than the remaining Term of expenses) under this Lease but in no event shall Tenant be entitled to receive any excess of such net rents over the sum payable by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit for the collection of damages pursuant hereto to a credit in respect of any net rents from a reletting, except to the extent that such rents are actually received by LandlordLease.

Damages. In (a) Upon the event occurrence and during the continuance of any Event of Default, Landlord shall have the right (i) to terminate this Lease is terminated under and Tenant’s right to possession of the provisions or Facility by any provisions lawful means, upon ten (10) days’ Notice of law such termination (during which time Tenant shall have the opportunity to cure any such Event of Default) in which case, if Tenant shall fail to cure all Events of Default within the foregoing ten (10) day period, this Lease shall terminate and all of Tenant’s rights hereunder shall cease and Tenant shall immediately surrender possession of the Property to Landlord and, in such event, Landlord shall be entitled to recover from Tenant all damages incurred by reason of default hereunder on such Event of Default determined in the part of manner set forth in this Section 17.2, (ii) to terminate Tenant, Tenant shall pay ’s right to Landlord, as damages, at the election of Landlord either: (a) The present value possession of the entire amount Facility without thereby terminating this Lease and/or relet the same for Tenant’s account, and (iii) to enforce all of the Rent which would have become due Landlord’s rights and payable during the remainder of the Term of remedies under this Lease, in which event Tenant agrees including the right to pay recover the same at once, together with all Rent theretofore due, at Landlord’s address as damages provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of the Rent for the remainder of said Term. Such present value shall be determined utilizing a discount rate of six (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a)17.2. Neither the termination of this Lease or of Tenant’s right to possession of the Facility pursuant to this Section 17.2, then same the repossession of the Facility, the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the same, nor the reletting of all or any portion of the Property, shall be Landlord’s sole remedy for relieve Tenant of its liability and obligations hereunder, all of which shall survive any such default; ortermination, repossession or reletting until Landlord has collected from Tenant the damages due hereunder. (b) Sums Upon any such termination of this Lease or of Tenant’s right of possession of the Property, Tenant shall, forthwith pay to Landlord the full amount of Landlord’s damages suffered by reason of such Event of Default in an amount equal to the Rent which would have been payable by Tenant had this Lease not been so terminated, payable upon sum of: 41 05191N:091419:828868:7:NASHVILLE (i) the due dates therefore following such termination through worth at the expiration of this Lease. If Landlord at its option shall relet the Premises during said period, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such net rents to be determined by first deducting from the gross rents, as and when received by Landlord, the expenses incurred or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration and preparation time of the Premises for new tenants, brokers’ commissions, reasonable attorneys’ fees award of the unpaid Rent due and all other expenses properly chargeable against payable to and including the Premises and the rental therefrom. It is hereby understood that any such reletting may be for a period shorter or longer than the remaining Term of this Lease but in no event shall Tenant be entitled to receive any excess date of such net rents over the sum payable by Tenant to Landlord hereundertermination, nor shall Tenant be entitled in any suit for the collection of damages pursuant hereto to a credit in respect of any net rents from a repossession or reletting, except to the extent that such rents are actually received by Landlord.;

Damages. In the event that this Lease is terminated under the provisions or any provisions of law by reason of default hereunder on the part of Tenant, Tenant shall pay to Landlord, as damagesterminated, at the election Landlord's election, the Tenant covenants to pay to the Landlord forthwith on the Landlord's demand, as compensation, an amount (the "LUMP SUM PAYMENT") equal to the excess, if any, of Landlord either: (a) The the discounted present value (discounted at an annualized rate of seven percent (7%)) of the entire amount of the Rent which would have become due and payable during total rent reserved for the remainder of the Term of this Lease, in which event Tenant agrees to pay over the same at once, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance then discounted present fair rental value of the Rent Premises for the remainder of said the Term. Such present value In calculating the rent reserved, there shall be determined utilizing a discount rate included, in addition to the Annual Fixed Rent and all Additional Rent, the value of six all other considerations agreed to be paid or performed by the Tenant over the remainder of the Term. Without in anyway limiting the foregoing and in addition thereto, at the Landlord's election, the Tenant shall pay punctually to the Landlord all the sums (6%)"PERIODIC PAYMENTS") and perform all the obligations which the Tenant covenants in this Lease to pay and to perform in the same manner and to the same extent and at the same time as if this Lease had not been terminated. The acceptance In calculating the amounts to be paid by the Tenant under the foregoing covenant, the Tenant shall be credited with the amount of such payment by Landlord shall not constitute a waiver the Lump Sum Payment allocable to the Specific Periodic Payment and the net proceeds of any failure of Tenant thereafter occurring to comply rent obtained by reletting the Premises, after deducting all the Landlord's expenses in connection with any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or (b) Sums equal to the Rent which would have been payable by Tenant had this Lease not been so terminated, payable upon the due dates therefore following such termination through the expiration of this Lease. If Landlord at its option shall relet the Premises during said period, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such net rents to be determined by first deducting from the gross rents, as and when received by Landlord, the expenses incurred or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration all repossession costs, brokerage commissions, reasonable fees for legal services and preparation expenses of preparing the Premises for new tenantssuch reletting. The Landlord may (i) relet the Premises, brokers’ commissionsor any part or parts thereof, reasonable attorneys’ fees for a term or terms which may, at the Landlord's option, exceed or be equal to or less than the period which would otherwise have constituted the balance of the Term, and all other expenses properly chargeable against may grant such concessions and free rent as the Landlord considers necessary to relet the same and (ii) make such alterations, repairs and improvements in the Premises and as the rental therefromLandlord considers necessary to relet the same. It is hereby understood that any such reletting may be for Landlord shall use reasonable efforts to mitigate its damages in the event of a period shorter or longer than the remaining Term of this Lease but in no event shall Tenant be entitled to receive any excess of such net rents over the sum payable by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit for the collection of damages termination pursuant hereto to a credit in respect of any net rents from a reletting, except to the extent that such rents are actually received by Landlordhereto.

Damages. In the event (i) If this Lease is terminated and the Term shall expire and come to an end as provided in Article 17, or by or under the provisions any summary proceeding or any provisions other action or proceeding, or if Landlord shall re-enter the Premises as provided in subsection A of law this Article 18, or by reason or under any summary proceeding or any other action or proceeding, then, in any of default hereunder on said events: (a) Tenant shall pay to Landlord all Rent, Additional Rent, Landlord's mortgagee's fees and charges, and other charges payable under this Lease by Tenant to Landlord to the part date upon which this Lease and the Term shall have expired and come to an end or to the date of Tenantre-entry upon the Premises by Landlord, as the case may be; (b) Tenant also shall be liable for and shall pay to Landlord, as damages, at the election of Landlord either: any deficiency (areferred to as "Deficiency") The present value of the entire amount of between the Rent reserved in this Lease for the period which otherwise would have become due and payable during constituted the remainder unexpired portion of the Term and the net amount, if any, of rents collected under any reletting effected pursuant to the provisions of subsection A(i) of this Article 18 for any part of such period (first deducting from the rents collected under any such reletting all of Landlord's expenses in connection with the termination of this Lease, or Landlord's reentry upon the Premises and with such reletting including, but not limited to, all repossession costs, brokerage commissions, advertising, legal expenses, attorneys' fees and disbursements, alteration costs and other expenses of preparing the Premises for such reletting); any such Deficiency shall be paid in which event monthly installments by Tenant agrees on the days specified in this Lease for payment of installments of Rent, Landlord shall be entitled to pay recover from Tenant each monthly Deficiency as the same at onceshall arise, together with all Rent theretofore dueand no suit to collect the amount of the Deficiency for any month shall prejudice Landlord's right to collect the Deficiency for any subsequent month by a similar proceeding; and (c) whether or not Landlord shall have collected any monthly Deficiencies as aforesaid, at Landlord shall be entitled to recover from Tenant, and Tenant shall pay to Landlord’s address , on demand, in lieu of any further Deficiencies as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or and for liquidated and agreed final damages, but shall merely constitute payment in advance of the Rent for the remainder of said Term. Such present value shall be determined utilizing a discount rate of six (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or (b) Sums sum equal to the amount by which the Rent reserved in this Lease for the period which otherwise would have been payable by Tenant had this Lease not been so terminated, payable upon constituted the due dates therefore following such termination through unexpired portion of the expiration of this Lease. If Landlord at its option shall relet Term exceeds the Premises during said period, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such net rents to be determined by first deducting from the gross rents, as then fair and when received by Landlord, the expenses incurred or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration and preparation reasonable rental value of the Premises for new tenantsthe same period, brokers’ commissionsless the aggregate amount of Deficiencies theretofore collected by Landlord pursuant to the provisions of subsection B(1)(b) of this Article 18 for the same period; if, before presentation of proof of such liquidated damages to any court, commission or tribunal, the Premises, or any part thereof, shall have been relet by Landlord for the period which otherwise would have constituted the unexpired portion of the Term, or any part thereof, the amount of rent reserved upon such reletting shall be deemed, prima facie, to be the fair and reasonable attorneys’ fees and all other expenses properly chargeable against rental value for the part or the whole of the Premises and so relet during the rental therefrom. It is hereby understood that term of the reletting. (ii) If the Premises or any part thereof, shall be relet together with other space in the Building, the rents collected or reserved under any such reletting may and the expenses of any such reletting shall be equitably apportioned for a period shorter or longer than the remaining Term purposes of this Lease but subsection B. Tenant shall in no event shall Tenant be entitled to receive any excess rents collected or payable under any reletting, whether or not such rents shall exceed the Rent reserved in this Lease. Solely for the purposes of this Article, the term "Rent" as used in subsection B(i) of this Article 18 shall mean the Rent in effect immediately prior to the date upon which this Lease and the Term shall have expired and come to an end, or the date of re-entry upon the Premises by Landlord, as the case may be, adjusted to reflect any increase or decrease pursuant to the provisions of Article 28 hereof for the Comparison Year (as defined in said Article 28) immediately preceding such net rents over event. Nothing contained in Article 17 or this Article 18 shall be deemed to limit or preclude the sum payable recovery by Landlord from Tenant of the maximum amount allowed to be obtained as damages by any statute or rule of law, or of any sums or damages to which Landlord hereunder, nor shall Tenant may be entitled in any suit for the collection of damages pursuant hereto to a credit in respect of any net rents from a reletting, except addition to the extent that such rents are actually received by Landlorddamages set forth in subsection B(i) of this Article 18.

Damages. In the event that this Lease is terminated under any of the provisions contained in Section 7.1 or shall be otherwise terminated for breach of any provisions of law by reason of default hereunder on the part obligation of Tenant, Tenant shall covenants to pay forthwith to Landlord, as damagescompensation, at the election excess of Landlord either: (a) The present the total rent reserved for the residue of the Term over the rental value of the entire amount Premises for said residue of the Term. In calculating the rent reserved there shall be included, in addition to the Base Rent which would have become due and payable during all additional rent, the remainder value of all other considerations agreed to be paid or performed by Xxxxxx for said residue (excluding from such considerations the Tenant's obligation to insure the Premises subsequent to the later of the Term termination of this Lease, in the Lease or the date on which event Tenant agrees vacates the Premises). Tenant further covenants as an additional and cumulative obligation after any such termination to pay punctually to Landlord all the sums and perform all the obligations which Tenant covenants in this Lease to pay and to perform in the same manner and to the same extent and at once, together with all Rent theretofore due, at Landlord’s address the same time as provided herein; provided however, that such payment shall if this Lease had not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of been terminated. In calculating the Rent for amounts to be paid by Tenant under the remainder of said Term. Such present value immediately preceding covenant Tenant shall be determined utilizing a discount rate of six (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply credited with any term, provision, condition or covenant of this Lease. IF amount paid to Landlord elects the remedy given as compensation as in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or (b) Sums equal to the Rent which would have been payable by Tenant had this Lease not been so terminated, payable upon the due dates therefore following such termination through the expiration of this Lease. If Landlord at its option shall relet the Premises during said period, Landlord shall credit Tenant 7.2 provided and also with the net rents received proceeds of any rent obtained by Landlord from by reletting the Premises, after deducting all Landlord's reasonable expenses in connection with such reletting, such net rents to be determined by first deducting from the gross rents, as and when received by Landlord, the expenses incurred or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration all repossession costs, brokerage commissions, fees for legal services and preparation expenses of preparing the Premises for new tenantssuch reletting, brokers’ commissions, reasonable attorneys’ fees and all other expenses properly chargeable against it being agreed by Tenant that Landlord may (i) relet the Premises and the rental therefrom. It is hereby understood that or any such reletting may be part or parts thereof, for a term or terms which may at Landlord's option be equal to or less than or exceed the period shorter which would otherwise have constituted the balance of the Term and may grant such concessions and free rent as Landlord in its sole judgment considers advisable or longer necessary to relet the same (provided that concessions and free rent will be amortized over the term of the reletting for purposes of calculating the credit for reletting proceeds), and (ii) make such alterations, repairs and decorations in the Premises as Landlord in its sole judgment considers advisable or necessary to relet the same, and no action of Landlord in accordance with the foregoing or failure to relet or to collect rent under reletting shall operate or be construed to release or reduce Tenant's liability as aforesaid. In lieu of any other damages or indemnity and in lieu of full recovery by Landlord of all sums payable under all the foregoing provisions of this Section 7.2, Landlord may by written notice to Tenant, at any time after this Lease is terminated under any of the provisions contained in Section 7.1 or is otherwise terminated for breach of any obligation of Tenant and before such full recovery, elect to recover, and Tenant shall thereupon pay, as liquidated damages, an amount equal to the aggregate of the Base Rent and additional rent accrued under Sections 3.1 and 3.2 in the 12 months ended next prior to such termination plus the amount of Base Rent and additional rent of any kind accrued and unpaid at the time of termination and less the amount of any recovery by Landlord under the foregoing provision of this Section 7.2 up to the time of payment of such liquidated damages. Nothing contained in this Lease shall limit or prejudice the right of Landlord to prove for and obtain in proceedings for bankruptcy or insolvency by reason of the termination of this Lease, an amount equal to the maximum allowed by any statute or rule of law in effect at the time when, and governing the proceedings in which, the damages are to be provided, whether or not the amount be greater, equal to, or less than the remaining Term amount of this Lease but in no event shall Tenant be entitled the loss or damages referred to receive any excess of such net rents over the sum payable by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit for the collection of damages pursuant hereto to a credit in respect of any net rents from a reletting, except to the extent that such rents are actually received by Landlordabove.

Damages. None of (a) the termination of this Lease pursuant to Section 17.1, (b) the repossession of the Leased Property, (c) the failure of Landlord to relet the Leased Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon any such reletting, shall relieve Tenant of its liability and obligations hereunder, all of which shall survive any such termination, repossession or reletting. In the event this Lease is terminated under the provisions or of any provisions of law by reason of default hereunder on the part of Tenantsuch termination, Tenant shall forthwith pay to Landlord all Rent due and payable with respect to the Leased Property through and including, the date of such termination. Thereafter, Tenant shall forthwith pay to Landlord, as damagesat Landlord's option, at the election of Landlord either: (a) The present value the sum of: (i) the worth, at the time of the entire termination, of the amount by which the unpaid Rent for the balance of the Term after the time of such termination exceeds the amount of such rental loss that Tenant proves could be reasonably avoided; and (ii) any other amount necessary to compensate Landlord for all the detriment proximately caused by Tenant's failure to perform its obligations under this Lease; provided, that in making the above determination, (A) the worth at the time of the termination shall be determined using the 90-day Treasury xxxx rate, (B) the Minimum Rent which would have become due and payable during for the remainder of the Term of this Lease, in which event Tenant agrees shall be deemed to pay be the same at onceas for the then current Lease Year, together with all Rent theretofore dueas determined pursuant to Section 3.2, at Landlord’s address as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of the and (C) Additional Rent for the remainder of said Term. Such present value the Term shall be determined utilizing a discount rate deemed to be payable monthly in an amount equal to one-fourth (1/4) of six (6%). The acceptance of such payment the aggregate amount paid by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects as Additional Rent during the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such defaultFiscal Quarter immediately preceding the termination; or (b) Sums equal with or without termination of Tenant's right to the Rent which would have been payable by Tenant had this Lease not been so terminated, payable upon the due dates therefore following such termination through the expiration of this Lease. If Landlord at its option shall relet the Premises during said period, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such net rents to be determined by first deducting from the gross rents, as and when received by Landlord, the expenses incurred or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration and preparation of the Premises for new tenantsLeased Property, brokers’ commissions, reasonable attorneys’ fees each installment of said Rent and all other expenses properly chargeable against the Premises and the rental therefrom. It is hereby understood that any such reletting may be for a period shorter or longer than the remaining Term of this Lease but in no event shall Tenant be entitled to receive any excess of such net rents over the sum sums payable by Tenant to Landlord hereunderunder this Lease as the same become due and payable, nor which Rent and other sums shall Tenant be entitled in bear interest at the Overdue Rate from the date when due until paid, and Landlord may enforce, by action or otherwise, any suit for the collection other term or covenant of damages pursuant hereto to a credit in respect of any net rents from a reletting, except to the extent that such rents are actually received by Landlordthis Lease.

Damages. In the event 26.1 If this Lease lease is terminated under the provisions of Article 24, or if Landlord shall re-enter the Demised Premises under the provisions of Article 25, or in the event of the termination of this lease, or of re-entry, by or under any summary dispossess or other proceeding or action or any provisions provision of law by reason of default hereunder on the part of Tenant, Tenant shall pay to Landlord, Landlord as damages, at the election of Landlord either: (a) The A. a sum which at the time of such termination of this lease or at the time of any such re-entry by Landlord, as the case may be, represents the then present value of the entire amount excess, if any, of: i. the aggregate of the Rent fixed rent and the additional rent payable hereunder which would have become due been payable by Tenant (conclusively presuming the additional rent to be the same as was payable for the year immediately preceding such termination) for the period commencing with such earlier termination of this lease or the date of any such re-entry, as the case may be, and payable during ending with the remainder Expiration Date, had this lease not so terminated or had Landlord not so re-entered the Demised Premises; over ii. the aggregate market rental value of the Term of this Lease, in which event Tenant agrees to pay Demised Premises for the same at once, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of the Rent for the remainder of said Term. Such present value shall be determined utilizing a discount rate of six (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such defaultperiod; or (b) Sums B. all sums equal to the Rent fixed rent and the additional rent (as above presumed) payable hereunder which would have been payable by Tenant had this Lease lease not been so terminated, or had Landlord not so re-entered the Demised Premises, payable upon the due dates therefore therefor specified herein following such termination through or such re-entry and until the expiration of this LeaseExpiration Date. If Notwithstanding the foregoing, if Landlord at its option shall relet the Demised Premises during said period, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such which net rents to shall be determined by first deducting from the gross rents, as and when received by LandlordLandlord from such reletting, the expenses incurred or paid by Landlord in terminating this Lease lease or in re-entering the Demised Premises and in securing possession thereof, as well as the expenses of reletting, including, without limitation, including altering and preparing the alteration and preparation of the Demised Premises for new tenants, brokers’ ' commissions, reasonable attorneys’ fees and all other expenses properly chargeable against the Demised Premises and the rental therefrom. It is hereby ; it being understood that any such reletting may be for a period shorter or longer than the remaining Term term of this Lease but in lease. In no event shall Tenant be entitled to receive any excess of such net rents over the sum sums payable by Tenant to Landlord hereunder, nor shall Tenant be entitled entitled, in any suit for the collection of damages pursuant hereto to this Subsection, to a credit in respect of any net rents from a reletting. If the Demised Premises or any part thereof should be relet in combination with other space, except then proper apportionment on a square foot basis (for equivalent space) shall be made of the rent received from such reletting and of the expenses of reletting. If the Demised Premises or any part thereof is relet by Landlord for the unexpired portion of the term of this lease, or any part thereof, before presentation of proof of such damages to any court, commission or tribunal, the amount of rent reserved upon such reletting shall, prima facie, be the fair and reasonable rental value for the Demised Premises, or part thereof, so relet during the term of the reletting. 26.2 Suit or suits for the recovery of such damages, or any installments thereof, may be brought by Landlord from time to time at its election, and nothing contained herein shall be deemed to require Landlord to postpone suit until the date when the term of this lease would have expired if it had not been so terminated under the provisions of this lease, or under any provision of law, or had Landlord not re-entered the Demised Premises. Nothing herein contained shall be construed to limit or preclude recovery by Landlord against Tenant of any sums or damages to which, in addition to the extent that damages particularly provided above, Landlord may lawfully be entitled by reason of any default hereunder on the part of Tenant. Nothing herein contained shall be construed to limit or prejudice the right of Landlord to prove for and obtain as liquidated damages by reason of the termination of this lease or re-entry on the Demised Premises for the default of Tenant under this lease, an amount equal to the maximum allowed by any statute or rule of law in effect at the time when, and governing the proceedings in which, such rents damages are actually received to be proved whether or not such amount be greater, equal to, or less than any of the sums referred to in Section 26.01. 26.3 In addition to all of Landlord's other remedies pursuant to this lease or by operation of law, and notwithstanding any other provision of this lease, Landlord shall also be entitled to recover the unrealized value of broker's and other fees paid by Landlord relating to this lease and the unrealized value of "rent concessions", "tenant improvement concessions" and other concessions (as such quoted terms are hereinafter defined) incurred by Landlord in connection with leasing the Demised Premises to Tenant. For the purposes of this Section, the term "unrealized value of broker's and other fees paid by Landlord relating to this lease" shall mean (a) the amount of all broker's and other fees paid by Landlord relating to this lease, including, but not limited to, attorneys', architects', engineers' and similar fees and expenses incurred by Landlord in the negotiation and preparation of this lease, (b) divided by the total number of years in the Term, and (c) such quotient shall then be multiplied by the number of years (including any partial year) which remained in the Term when the lease was terminated. The term "rent concessions" shall mean any free fixed annual rent allowance, if any, granted to Tenant. The term "tenant improvement concessions" shall mean the amount, if any, of the total cost of changes and tenant improvements made to the Demised Premises and paid for by Landlord.

Damages. (i) In the event this Lease is terminated under in accordance with the provisions of Section 7.2(a)(i), Tenant shall remain liable to Landlord for damages in an amount equal to the Base Rent and any Additional Rent and any other sums due hereunder as of the date of termination of this Lease plus the Base and any Additional Rent which would have been owing by Tenant hereunder for the balance of the Term (collectively, the “Aggregate Gross Rent”) had this Lease not been terminated, less the net proceeds, if any, received as a result of any reletting of the Premises by Landlord subsequent to such termination, after deducting all of Landlord’s expenses including, without limitation, all repossession costs, brokerage commissions, legal expenses, reasonable attorneys’ fees, expenses of employees, alteration and repair costs and expenses of preparation for such reletting (collectively, the “Reletting Costs”). Landlord shall use reasonable efforts to relet the Premises but shall not be obligated to: (1) attempt to relet the Premises if Landlord has other space available in the Building; (2) relet the Premises at a rate substantially below the current rate being charged to other tenants; or (3) incur substantial expense to remodel or refurbish the Premises in order to accommodate prospective tenants. Landlord shall be Table of Contents entitled to collect Base Rent, any Additional Rent and all other damages from Tenant monthly on the days on which Base Rent and any Additional Rent would have been payable hereunder if this Lease had not been terminated. Alternatively, at the option of Landlord, in the event this Lease is so terminated, Landlord shall be entitled to recover forthwith against Tenant, as liquidated damages and not as a penalty, the then value of the Aggregate Gross Rent and Reletting Costs less the aggregate rental value of the Premises for what otherwise would have been the unexpired balance of the Term, discounted to present value at a rate of eight percent (8%) per annum. In the event Landlord shall relet the Premises for the period which otherwise would have constituted the unexpired portion of the Term (or any provisions part thereof), the amount of law Rent and other sums payable by reason the tenant thereunder shall be deemed prima facie to be the rental value for the Premises (or the portion thereof so relet) for the term of default hereunder on such reletting. Tenant shall in no event be entitled to any rents collected or payable in respect of any reletting, whether or not such rents shall exceed the part Base Rent and any Additional Rent reserved in this Lease. Tenant shall bear the burden of Tenantproof in any proceeding to determine the “rental value” for purposes of the above calculation. (ii) If Landlord does not elect to terminate this Lease, but takes possession, Tenant shall pay to Landlord, as damages, at Landlord the election of Landlord either: (a) The present value of the entire amount of the Base Rent and any Additional Rent which would have become due and be payable during hereunder if such repossession had not occurred, less the remainder net proceeds received by Landlord, if any, of any reletting of the Term of this Lease, in which event Tenant agrees to pay the same at once, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of the Rent for the remainder of said Term. Such present value shall be determined utilizing a discount rate of six (6%). The acceptance of such payment Premises by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects after deducting the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or (b) Sums equal Reletting Costs to the extent not paid to Landlord pursuant to the following sentence. Tenant shall pay Base Rent and Additional Rent due Landlord, monthly, on the days on which Rent would have been payable by Tenant hereunder if possession had this Lease not been so terminated, payable upon retaken. (iii) Landlord may recover as damages the due dates therefore following such termination through the expiration full amount of any Base Rent or Additional Rent that may have been abated as a tenant concession or incentive pursuant to this Lease. If Landlord , together with interest at its option shall relet the Premises during said periodrate applicable to judgments in Colorado, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such net rents to be determined by first deducting from the gross rents, as date the abated installment of Rent would have been due and when received by Landlord, the expenses incurred or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration and preparation of the Premises for new tenants, brokers’ commissions, reasonable attorneys’ fees and all other expenses properly chargeable against the Premises and the rental therefrom. It is hereby understood that any such reletting may be for a period shorter or longer than the remaining Term of this Lease payable but in no event shall Tenant be entitled to receive any excess of such net rents over the sum payable by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit for the collection of damages pursuant hereto to a credit in respect of any net rents from a reletting, except to abatement until the extent that such rents are actually received date recovered by Landlord.

Damages. In the event this Lease is terminated under the provisions or any provisions of law by reason of default hereunder on the part of TenantUpon such termination, Tenant shall pay to Landlordthe Landlord the Rent up to the time of such termination. Tenant shall also pay Landlord monthly on the days on which Basic Rent would have been payable, as damagesdamages for Tenant's default, at the election of Landlord eitheramount by which: (a1) The present value of the entire amount of the Rent which would have become due be payable under this Lease by Tenant if this Lease were still in effect, exceeds (2) the net proceeds of any reletting, after deduction of all Landlord's reasonable reletting expenses, including, without limitation, all repossession costs, brokerage commissions, legal expenses, attorneys' fees, alteration costs, and payable during the remainder expenses of the Term of this Leasepreparation for such reletting. At any time after such termination, in which event Tenant agrees to pay lieu of collecting the same at oncemonthly difference as aforesaid, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of the Rent for the remainder of said Term. Such present value Landlord shall be determined utilizing a discount rate of six (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of entitled to recover from Tenant thereafter occurring to comply with any termon demand, provisionas and for liquidated and agreed damages for Tenant's Default, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; ordifference between (b1) Sums equal to the aggregate Rent which would have been payable under this Lease by Tenant had this Lease not been so terminated, payable upon from the due dates therefore following date of such termination through until the expiration Stated Expiration Date, less (2) the fair and reasonable rental value of this Lease. If Landlord at its option shall relet the Premises during said period, Landlord shall credit Tenant with for the net rents received by Landlord from such reletting, such net rents same period less Landlord's reasonable estimate of expenses to be determined by first deducting from incurred in connection with reletting the gross rents, as and when received by Landlord, the expenses incurred or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of relettingPremises, including, without limitation, all repossession costs, brokerage commissions, legal expenses, attorneys' fees, alteration costs, and expenses of preparation for such reletting. If the alteration Premises or any part thereof are relet by the Landlord before presentation of proof of such liquidated damages to any court, commission or tribunal, the amount of rent reserved upon such reletting shall be prima facie the fair and preparation reasonable rental value for the part or the whole of the Premises for new tenantsso relet during the term of the reletting. Nothing herein contained shall limit or prejudice the right of the Landlord to prove and obtain as liquidated damages by reason of such termination an amount equal to the maximum allowed by any statute or rule of law in effect at the time when, brokers’ commissionsand governing the proceedings in which, reasonable attorneys’ fees and all other expenses properly chargeable against the Premises and the rental therefrom. It is hereby understood that any such reletting may damages are to be for a period shorter proved, whether or longer not such amount be greater, equal to, or less than the remaining Term amount of this Lease but in no event shall Tenant be entitled the difference referred to receive any excess of such net rents over the sum payable by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit for the collection of damages pursuant hereto to a credit in respect of any net rents from a reletting, except to the extent that such rents are actually received by Landlordabove.

Damages. In the event (A) If this Lease is terminated and the Term shall expire and come to an end as provided in Paragraph 10, or by or under the provisions any summary proceeding or any provisions other action or proceeding, or if Landlord shall re-enter the Premises as provided in Paragraph 11, or by or under any summary proceeding or any other action or proceeding, then, in any of law said events: (i) Tenant shall pay to Landlord all Base Rent, additional rent and other sums payable under this Lease by reason Tenant to Landlord to the date upon which this Lease and the Term shall have expired and come to an end or to the date of default hereunder on re-entry upon the part of TenantPremises by Landlord, as the case may be; and (ii) Tenant shall also be liable for and shall pay to Landlord, as damages, at the election of Landlord either: (a) The present value all reasonable costs and expenses incurred by Landlord in connection with the termination of this Lease and/or Landlord’s re-entry upon the Premises and/or any reletting of the entire Premises, including, but not limited to, all repossession costs, brokerage commissions, legal expenses, attorney’s fees, alteration costs and other expenses of preparing the Premises for reletting, and (b) any deficiency (referred to as “Deficiency”) between the Base Rent and additional rent reserved in this Lease for the period which otherwise would have constituted the unexpired portion of the Term and the net amount, if any, of rents actually collected under any reletting effected pursuant to the provisions of Paragraph 11 for any part of such period; provided, however, that Landlord shall first be entitled to apply the amounts received from any such reletting to the payment of sums owing under subsections (A)(i) and (ii)(a) above. Any such Deficiency shall be paid in monthly installments by Tenant on the days specified in this Lease for payment of installments of Base Rent. Landlord shall be entitled to recover from Tenant each monthly Deficiency as the same shall arise, and no suit to collect the amount of the Rent which would have become due and payable during Deficiency for any month shall prejudice Landlord’s right to collect the remainder Deficiency for any subsequent month by a similar proceeding; and (iii) In lieu of the Term of this Leaseclaims for damages thereafter arising under (ii)(b) above, in which event Tenant agrees to pay the same at once, together with all Rent theretofore dueLandlord, at Landlord’s address sole option, shall be entitled to recover from Tenant, and Tenant shall pay to Landlord, on demand, as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or and for liquidated and agreed final damages, but shall merely constitute payment a sum equal to the aggregate Base Rent and additional rent reserved in advance this Lease for the period which otherwise would have constituted the unexpired portion of the Rent Term (additional rent to be based upon five (5%) annual increases in the additional rent payable for the remainder immediately preceding twelve (12) month period) exceeds the then fair and reasonable rental value of said Term. Such the Premises for the same period, both discounted to present value shall be determined utilizing by using a discount rate of six two (62%)) percent per annum. The acceptance If, before presentation of proof of such payment liquidated damages to any court, commission or tribunal, the Premises, or any part thereof, shall have been relet by Landlord for the period which otherwise would have constituted the unexpired portion of the Term, or any part thereof, the amount of rent reserved upon such reletting shall not constitute a waiver be deemed, prima facie, to be the fair and reasonable rental value for the part or the whole of the Premises so relet during the term of the reletting. If and to the extent required by applicable law, Landlord shall be obligated to use commercially reasonable efforts to mitigate its damages. (B) If the Premises, or any part thereof, shall be relet together with other space in the Building, the rents collected or reserved under any such reletting and the expenses of any failure such reletting shall be equitably apportioned for the purposes of this Paragraph 12. Tenant thereafter occurring shall in no event be entitled to comply with any termrents collected or payable under any reletting, provision, condition whether or covenant of not such rents shall exceed the Base Rent reserved in this Lease. IF Landlord elects the remedy given Nothing contained in Paragraphs 10, 11 or this Section 16.1 (a), then same Paragraph shall be Landlord’s sole remedy for such default; or (b) Sums equal deemed to limit or preclude the Rent which would have been payable by Tenant had this Lease not been so terminated, payable upon the due dates therefore following such termination through the expiration of this Lease. If Landlord at its option shall relet the Premises during said period, Landlord shall credit Tenant with the net rents received recovery by Landlord from such reletting, such net rents Tenant of the maximum amount allowed to be determined obtained as damages by first deducting any statute or rule of law, or of any sums or damages to which Landlord may be entitled in addition to the damages set forth in Paragraph 12(A). (C) After receiving notice from any person, firm or other entity that it holds a mortgage which includes the gross rentsPremises as part of the mortgaged premises, or that it is the ground lessor under a lease with Landlord, as ground lessee, which includes the Premises as a part of the demised premises, no notice from Tenant to Landlord shall be effective unless and when received until a copy of the same is given to such holder or ground lessor and the curing of any of Landlord’s defaults by such holder or ground lessor shall be treated as performance by Landlord. In no event shall Landlord be deemed to be in default of any of its obligations under this Lease unless Tenant shall have given Landlord written notice specifying the particular default alleged by Tenant and Landlord shall have failed to commence (and thereafter continue) to remedy such default within thirty (30) days after receipt of such notice by Landlord, or within such longer period of time as may be reasonable. Tenant agrees, in the expenses incurred event of any act or paid omission by Landlord in terminating which would give Tenant the right to terminate this Lease or to claim a partial or total eviction, not to exercise any such right (i) until Tenant has notified in writing the holder of any mortgage which at that time shall be lien on the Premises and the lessor under any ground or underlying lease of the nature of such act or omission by Landlord, and (ii) unless such holder or lessor, with reasonable diligence, shall not have commenced and continued to remedy such act or omission within sixty (60) days of receipt of the notice referred to in securing possession thereof, as well as (i) above. (D) In the expenses event of reletting, any breach or threatened breach by Tenant of any of the covenants or provisions of this Lease (including, without limitation, any anticipatory breach or repudiation of Tenant’s obligations hereunder), Landlord shall have the alteration right of injunction and preparation the right to invoke any remedy allowed at law or in equity; mention in this Lease of any particular remedy shall not preclude Landlord from any other remedy at law or in equity. No receipt of rent by Landlord from Tenant after the termination in any way of this Lease or after giving any notice, shall reinstate, continue or extend the Term, or affect any notice. No receipt of rent after the commencement of suit, or after final judgment for possession of the Premises, shall reinstate, continue or extend the Term or affect said suit or said judgment. Tenant, for the Tenant, and on behalf of any and all persons claiming through or under the Tenant, including creditors of all kinds, hereby expressly waives and surrenders any and all rights of redemption granted by or under any present or future laws in the event of this Lease being terminated and/or Landlord obtaining possession of the Premises for new tenantspursuant to the provisions of this Lease. The rights and remedies of Landlord set forth in this Paragraph shall be in addition to any other right and remedy now and hereafter provided by law. All rights and remedies shall be cumulative and not exclusive of each other. Landlord may exercise its rights and remedies at any times, brokers’ commissionsin any order, reasonable attorneys’ fees to any extent, and all other expenses properly chargeable against as often as Landlord deems advisable without regard to whether the Premises exercise of one right or remedy, precedes, occurs with or succeeds the exercise of another. A single or partial exercise of a right or remedy shall not preclude a further exercise thereof, or the exercise of another right or remedy from time to time. (E) If Tenant fails (a) to perform any of its obligations hereunder and the rental therefrom. It such failure (i) if it relates to a matter which is hereby understood that any such reletting may be not of an emergency nature, shall persist for a period shorter or longer than the remaining Term of this Lease but in no event ten (10) days after Landlord shall have given Tenant be entitled to receive any excess notice of such net rents over failure, or (ii) if it relates to a matter which in Landlord’s reasonable judgment is of an emergency nature, shall remain uncured for a period of twenty four (24) hours after Landlord shall have given Tenant notice of such failure, or (b) to make any payment which Tenant agrees to make, then Landlord shall have the sum payable right to perform such obligation, or make such payment, as Tenant’s agent, and in Landlord’s reasonable, commercial discretion as to the necessity therefor, and the full amount of the cost and expense entailed in performing such obligation, or of the payment so made, together with interest thereon at the Applicable Rate shall immediately be owing by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit for the collection of damages pursuant hereto to a credit in respect of any net rents from a reletting, except to the extent that such rents are actually received by Landlordas additional rent.

Damages. Section 14.01. In the event of a Default Termination of this Lease is terminated under the provisions or any provisions of law by reason of default hereunder on the part of Tenantlease, Tenant shall immediately pay to Landlord, Landlord as damages, at the election of Landlord either: (a) The present value of the entire amount of the Rent which would have become due and payable during the remainder of the Term of this Lease, in which event Tenant agrees to pay the same at once, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of the Rent for the remainder of said Term. Such present value shall be determined utilizing a discount rate of six (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or (b) Sums sums equal to the aggregate of the Fixed Rent and any Additional Rent hereunder which would have been payable by Tenant had this Lease lease not been so terminatedterminated by such Default Termination, payable upon the due dates therefore date therefor specified herein following such termination through Default Termination and until the date hereinbefore set for the expiration of this Leasethe full term hereby granted. If Landlord at its option shall relet all or any part of the Premises during for all or any part of said period, which Landlord is not obligated to do, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such net rents to be determined by first deducting from the gross rents, rents as and when received by Landlord, Landlord from such reletting the reasonable expenses incurred or paid by Landlord in terminating this Lease lease and in or reentering the Premises and of securing possession thereof, as well as the reasonable expenses of reletting, including, without limitation, the alteration including altering and preparation of preparing the Premises for new tenants, brokers’ commissions, reasonable attorneys’ fees ' commissions and all other reasonable expenses properly chargeable against the Premises and the rental therefrom. It is hereby therefrom for the stated term of this Lease in connection with such reletting, it being understood that any such reletting may be for a period equal to or shorter or longer than the remaining Term of this Lease but said period; provided, further that (i) in no event shall Tenant be entitled to receive any excess of such net rents over the sum sums payable by Tenant to Landlord hereunder, nor (ii) in no event shall Tenant be entitled entitled, in any suit for the collection of damages pursuant hereto to this clause (a), to a credit in respect of any net rents from a reletting, reletting except to the extent that such net rents are actually received by Landlord, and (iii) if the Premises or any part thereof should be relet in combination with other space, then appropriate apportionment on a square foot rentable area basis shall be made of the rent received from such reletting and of the reasonable expenses of reletting.

Damages. In Damages" means and includes: Tenant's reasonable legal fees in connection with challenging an action or proceeding brought by the event this Lease is terminated under 111 Landlord to evict or otherwise remove Tenant from possession of the provisions 111 Space or in connection with challenging or reducing any provisions of law claim by reason of default hereunder on Landlord for Excess Rent Liability or a claim for other compensation or damages resulting from a holdover by Tenant at the part 111 Space; judicially determined damages (whether direct, indirect or consequential) recoverable by the 111 Landlord as a result of Tenant's holdover for the relevant period in question or amounts paid in settlement thereof (any such settlement to be subject to Landlord's prior written approval, except that Landlord's approval shall not be required if the amount of such settlement (or the expected Damages if the settlement is not approved) exceeds $1 million and Landlord fails to provide to Tenant shall within a reasonable period of time following its receipt of Tenant's written request commercially reasonable financial evidence demonstrating Landlord's financial means to pay said amount as the same is expected to accrue); and judicially ordered legal fees that Tenant is obligated to pay to the 111 Landlord. "Damages" shall exclude Tenant's loss of profits, loss of business opportunity, business interruption and other similar losses. "Damages" shall further exclude Tenant's costs to temporarily relocate some or all of its business operation from the 111 Space to space other than within the Building, except where (i) such temporary relocation is completed as damagesa result of a final, at non-appealable judicial order or (ii) Tenant elects by written notice delivered to Landlord after May 1, 2003 (or after August 1, 2003 if Tenant has exercised the election Commencement Date Extension Option) and prior to the entry of such order, to temporarily relocate from the 111 Space and Landlord either: fails to provide Tenant within five (a5) The present value business days after Landlord's receipt of said notice commercially reasonable evidence demonstrating Landlord's financial means to pay credible Damages in excess of $1 million that might result from Tenant being dispossessed of the entire amount 111 Space prior to the Commencement Date anticipated as of the Rent which would have become due and payable during the remainder of the Term of this Lease, in which event Tenant agrees to pay the same at once, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of the Rent for the remainder date of said Term. Such present value shall be determined utilizing a discount rate of six (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or (b) Sums equal to the Rent which would have been payable by Tenant had this Lease not been so terminated, payable upon the due dates therefore following such termination through the expiration of this Lease. If Landlord at its option shall relet the Premises during said period, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such net rents to be determined by first deducting from the gross rents, as and when received by Landlord, the expenses incurred or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration and preparation of the Premises for new tenants, brokers’ commissions, reasonable attorneys’ fees and all other expenses properly chargeable against the Premises and the rental therefrom. It is hereby understood that any such reletting may be for a period shorter or longer than the remaining Term of this Lease but in no event shall Tenant be entitled to receive any excess of such net rents over the sum payable by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit for the collection of damages pursuant hereto to a credit in respect of any net rents from a reletting, except to the extent that such rents are actually received by Landlordnotice.

Damages. In the event this Lease is terminated under the provisions or any provisions of law by reason of default hereunder on the part of Tenant, Tenant shall pay to Landlord, as damages, at the election of Landlord Landlord, either: (a) The present value of the entire amount of the Rent which would have become due and payable during the remainder of the Term of this Lease, in which event Tenant Xxxxxx agrees to pay the same at once, together with all Rent theretofore due, at Landlord’s 's address as provided herein; provided provided, however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of the Rent for the remainder of the said Term. Such present value shall be determined utilizing a discount rate of six percent (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF If Landlord elects the remedy given in this Section 16.1 (a17.1(a), then same shall be Landlord’s 's sole remedy for such default; or comply with any term, provision, condition or covenant of this Lease. If Landlord elects the remedy given in this Section 17.1(a), then same shall be Landlord's sole remedy for such default; or (b) Sums equal to the Rent which would have been payable by Tenant had this Lease not been so terminated, payable upon the due dates therefore therefor following such termination through the expiration Expiration Date of this Lease. If Landlord Landlord, at its option shall select the remedy set forth in Section 17.1(a), and shall thereafter relet the Premises during said period, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such net rents to be determined by first deducting from the gross rents, as and when received by Landlord, the reasonable expenses incurred or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration and preparation of the Premises for new tenants, brokers’ ' commissions, reasonable attorneys’ ' fees and all other expenses properly chargeable against the Premises and the rental therefrom. It is hereby understood that any such reletting may be for a period shorter or longer than the remaining Term of this Lease but in no event shall Tenant be entitled to receive any excess of such net rents over the sum payable by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit for the collection of damages pursuant hereto to a credit in respect of any net rents from a reletting, except to the extent that such rents are actually received by Landlord.

Damages. In EXCEPT FOR SELLER’S INDEMNITY OBLIGATIONS PURSUANT TO SECTION 24 AND 25, IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR ANY INCIDENTAL SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES, LOSS OF PROFITS, REVENUES OR BUSINESS, OR LOSSES OR COSTS INCURRED BY OR PAYMENT ALLOWANCES TO OTHERS, WHETHER OR NOT ARISING OUT OF A PARTY’S NEGLIGENCE. All claims for alleged shortage, or claims that the event this Lease is terminated under goods do not meet the provisions or any provisions warranty specified above, shall be deemed waived unless made in writing within [***] days after Xxxxx’s receipt of law by reason the goods; failure to make such claims within such stated period shall constitute an irrevocable acceptance of default hereunder on the part goods. If, after receipt of Tenanta written notice asserting noncompliance, Tenant shall pay to LandlordSeller determines that goods did not meet the warranty specified above, as damagesBuyer may, at Seller’s expense and upon receiving prior written authorization from Seller, deliver such goods to a facility designated by Seller, Seller shall promptly correct the election of Landlord either: (a) The present value of defect in such goods or, at its option replace the entire goods or return to Buyer a check in the amount of the Rent which would have become due price paid for the goods. This repair, replacement or refund does not apply to goods misused or to damage because of accident or improper handling, shipping damage, or alterations outside of Sellers’s facilities, Seller’s liability, and payable during Xxxxx’s exclusive remedy, for goods, whether under warranty, contract, tort (including negligence), or otherwise, is expressly limited to the remainder foregoing, and shall not in any event exceed the original invoiced price of the Term of this Lease, in which event Tenant agrees to pay the same at once, together with all Rent theretofore due, at Landlord’s address as goods. As herein provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of the Rent for the remainder of said Term. Such present value shall be determined utilizing a discount rate of six (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or (b) Sums equal to the Rent which would have been payable by Tenant had this Lease not been so terminated, payable and upon the due dates therefore following such termination through the expiration of this Lease. If Landlord at its option shall relet the Premises during said periodperiod specified above, Landlord shall credit Tenant with the net rents received by Landlord from all such reletting, such net rents to be determined by first deducting from the gross rents, as and when received by Landlord, the expenses incurred or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration and preparation of the Premises for new tenants, brokers’ commissions, reasonable attorneys’ fees and all other expenses properly chargeable against the Premises and the rental therefrom. It is hereby understood that any such reletting may be for a period shorter or longer than the remaining Term of this Lease but in no event shall Tenant be entitled to receive any excess of such net rents over the sum payable by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit for the collection of damages pursuant hereto to a credit in respect of any net rents from a reletting, except to the extent that such rents are actually received by Landlordliability shalt terminate.

Damages. In the event 26.01. If this Lease is terminated under the provisions of Article 24, or if Landlord shall re-enter the Demised Premises under the provisions of Article 25, or in the event of the termination of this Lease, or of re-entry, by or under any provisions summary dispossess or other proceeding or action of any provision of law by reason of default hereunder on the part of Tenant, Tenant shall pay to Landlord, Landlord as damages, at the election of Landlord either: (a) The present value of the entire amount of the Rent which would have become due and payable during the remainder of the Term of this Lease, in which event Tenant agrees to pay the same at once, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of the Rent for the remainder of said Term. Such present value shall be determined utilizing a discount rate of six (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or (b) Sums damages sums equal to the Rent fixed rent and the additional rent (as above presumed) payable hereunder which would have been payable by Tenant had this Lease not been so terminated, or had Landlord not so re-entered the Demised Premises, payable upon the due dates therefore therefor specified herein following such termination through or such re-entry and until the expiration of this Lease. If Expiration Date, provided, however, that if Landlord at its option shall relet the Demised Premises during said period, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such net rents to be determined by first deducting from the gross rents, rents as and when received by LandlordLandlord from such reletting, the expenses incurred or paid by Landlord in terminating this Lease or in re-entering the Demised Premises and in securing possession thereof, as well as the expenses of reletting, including, without limitation, including altering and preparing the alteration and preparation of the Demised Premises for new tenants, brokers’ ' commissions, reasonable attorneys’ fees and all other expenses properly chargeable against the Demised Premises and the rental therefrom. It is hereby ; it being understood that any such reletting may be for a period shorter or longer than the remaining Term term of this Lease Lease; but in no event shall Tenant be entitled to receive any excess of such net rents over the sum sums payable by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit for the collection of damages pursuant hereto to this Subsection to a credit in respect of any net rents from a reletting, except to the extent that such net rents are actually received by Landlord. Damages shall also include the unamortized portion of the cost of Landlord's Work and any brokerage fees or commissions paid by Landlord. If the Demised Premises or any part thereof should be relet in combination with other space, then proper apportionment on a square foot basis shall be made of the rent received from such reletting and of the expenses of reletting. If the Demised Premises or any part thereof to be relet by Landlord for the unexpired portion of the term of this Lease, or any part thereof, before presentation of proof of such damages to any court, commission or tribunals the amount of rent reserved upon such reletting shall, prima facie, be the fair and reasonable rental value for the Demised Premises, or part thereof so relet during the term of the reletting. Landlord agrees that it shall exert commercially reasonable efforts to mitigate damages by attempting to relet the Demised Premises. However, in the exercise of such efforts, Tenant acknowledges that Landlord shall have no obligation to Tenant to offer the Demised Premises, or any part thereof, in any manner, shape, form, or pursuant to any program different from any other space in any building owned by Landlord in the Metro Park Complex then sought to be leased by Landlord. 26.02. Suit or suits for the recovery of such damages, or any installments thereof, may be brought by Landlord from time to time at its election, and nothing contained herein shall be deemed to require Landlord to postpone suit until the date when the term of this Lease would have expired if it had not been so terminated under the provisions of Article 24, or under any provision of law, or had Landlord not re-entered the Demised Premises. Nothing herein contained shall be construed to limit or preclude recovery by Landlord against Tenant of any sums or damages to which, in addition to the damages particularly provided above, Landlord may lawfully be entitled by reason of any default hereunder on the part of Tenant. Nothing herein contained shall be construed to limit or prejudice the right of Landlord to seek and obtain as liquidated damages by reason of the termination of this Lease or re-entry on the Demised Premises for the default of Tenant under this Lease, an amount equal to the maximum allowed by any statute or rule of law in effect at the time when, and governing the proceedings in which, such damages are to be proved whether or not such amount be greater, equal to, or less than any of the sums referred to in Section 26.01. Except with respect to the amount of fixed rent or Tenant's finally determined Proportionate Share of Operating Expenses (which shall be governed by Article 5) any payment by Tenant may be accompanied by a letter from Tenant protesting such payment or reserving its rights under the Lease with respect to such payment. Any such protest or reservation be made along with the payment and must be detailed and specific as to the nature of such protest or reservation. If Tenant fails to implement litigation proceedings within ninety (90) days of its reservation or protest, Tenant shall be deemed to have waived its protest and reservation. If Landlord accepts, or is otherwise as a result of litigation, required to reimburse or repay Tenant in connection with such reservation or protest, such reimbursement shall be accompanied by interest at First Union Prime Plus 2.5% per annum, which shall run from the date of protest through the date of payment by Landlord. 26.03. In addition to the foregoing and without regard to whether this Lease is terminated, Tenant shall pay to Landlord upon demand, all costs and expenses incurred by Landlord, including reasonable attorney's fees, with respect to any lawsuit instituted or defended or any action taken by Landlord to enforce all or any of the provisions of this Lease to the extent Landlord is successful. Landlord agrees that, if, after implementing proceedings or litigation, Tenant is successful therein, then Landlord shall pay Tenant's reasonable costs and expenses, including reasonable attorney fees.

Damages. In Lessor may recover from Lessee all costs and expenses Lessor incurs as a direct or indirect consequence of Lessee's breach, including the event this Lease cost of storing and selling Lessee's property, reletting the Premises, and bringing suit against Lessee for possession or damages. If Lessor made or paid for any improvements to the Premises, or granted Lessee any improvement allowance or credit against rent for Lessee's improvements, then Lessor shall also be entitled to recover the unamortized portion of the cost of such improvements or the amount of such allowance or credit determined by multiplying the total amount of such cost or allowance or credit by a fraction, the denominator of which is terminated under the provisions or any provisions total number of law by reason months of default hereunder on the part initial lease term and the numerator of Tenant, Tenant shall pay to Landlord, as damages, which is the number of months of the term remaining at the election time of Landlord either: (a) The present value of Lessee's default. Also, if the entire Lease provides for any month during which no rent or a reduced rent is payable, or for any other rent concession to Lessee, then, upon default, Lessee shall become liable for the full amount of the Rent monthly base rent, plus applicable taxes, for such months, and Lessor shall be entitles to recover as additional rent the amount that would have payable by Lessee for such months if the monthly base rent provided for had been payable throughout the entire term of the Lease. Unless Lessor terminates the Lease, Lessee will also remain liable for any difference between the rent and other charges called for by the Lease and the rent and other charges collected by Lessor from any new tenant For any month in which Lessor collects less from a successor tenant than is payable under this Lease, Lessor may demand that Lessee immediately make up the difference, and Lessor may bring suit against Lessee if Lessee fails to do so. If Lessor does terminate the Lease, then Lessee will no longer be liable on a continuing monthly basis for the rent and other charges that would have become due and payable during under the remainder of the Term of this Lease, in which event Tenant agrees to pay the same at once, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damagesLease thereafter, but shall merely constitute payment in advance of Lessee will remain liable for all sums accrued under the Rent for the remainder of said Term. Such present value shall be determined utilizing a discount rate of six (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or (b) Sums equal Lease to the Rent which would have been payable by Tenant had this Lease not been so terminated, payable upon the due dates therefore following such termination through the expiration date of this Lease. If Landlord at its option shall relet the Premises during said period, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such net rents to be determined by first deducting from the gross rents, as and when received by Landlord, the expenses incurred or paid by Landlord in terminating this Lease and in securing possession thereoftermination, as well as for all costs and expenses incurred by Lessor, and any other damages sustained by Lessor, as a consequence of Lessee's breach. Also, Lessor may recover from Lessee the expenses difference between the present value at the date of reletting, including, without limitation, the alteration and preparation termination of the Premises rent payable under law or in ui for new tenantsbreach of contract, brokers’ commissionsdamages or other appropriate relief, reasonable attorneys’ fees The rights and all other expenses properly chargeable against the Premises remedies described herein are cumulative, not exclusive, and the rental therefrom. It is hereby understood that any such reletting may be for a period shorter or longer than the remaining Term of this Lease but in no event shall Tenant be entitled to receive any excess of such net rents over the sum payable by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit for the collection of damages pursuant hereto to a credit in respect Lessors exercise of any net rents from a reletting, except to one right or remedy will not preclude the extent that such rents are actually received by Landlordsimultaneous or subsequent exercise of any other right or remedy.

Damages. In the event Landlord exercises any of its remedies herein, including termination of this Lease is terminated under and/or reentry into the provisions or any provisions of law by reason of default hereunder on the part of TenantLeased Premises, Tenant shall nevertheless remain liable to Landlord for any rental and damages which may be due to Landlord or sustained by Landlord prior to or subsequent to the exercise of said remedies. Tenant shall also be liable for all reasonable costs, fees and expenses incurred by Landlord in pursuit of its remedies hereunder. Tenant shall continue to pay to Landlordall rent and additional charges as the same become due under the terms of this Lease until such time, if any, as damagesLandlord relets same and the Leased Premises are occupied by such successor, at it being understood that Landlord shall have an obligation to mitigate Landlord's damages by reletting the election Leased Premises. Upon reletting, any sums received from such new lessee by Landlord shall be applied first to payment of reasonable costs incident to reletting; any excess shall then be applied to any indebtedness to Landlord either: from Tenant other than for Base Rent and Additional Rent; and any excess shall then be applied to the payment of Base Rent and Additional Rent due and unpaid. Notwithstanding the default of the Tenant or any provision of this Lease to the contrary, Tenant shall not be bound by any provision intended to accelerate the due dates for any rent or other charges or which in any manner provides that the rent and other charges (a) The or the present value of thereof), reserved by the Landlord for the entire amount of Lease Term shall become immediately due and payable prior to the Rent which date said rent or other charges would have otherwise become due and payable during the remainder of the Term of this Lease, in which event Tenant agrees to pay the same at once, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of the Rent for the remainder of said Term. Such present value shall be determined utilizing a discount rate of six (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or (b) Sums equal to the Rent which would have been payable by Tenant had this Lease not been so terminated, payable upon the due dates therefore following such termination through the expiration of this Lease. If Landlord at its option shall relet the Premises during said period, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such net rents to be determined by first deducting from the gross rents, as and when received by Landlord, the expenses incurred or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration and preparation of the Premises for new tenants, brokers’ commissions, reasonable attorneys’ fees and all other expenses properly chargeable against the Premises and the rental therefrom. It is hereby understood that any such reletting may be for a period shorter or longer than the remaining Term of this Lease but in no event shall Tenant be entitled to receive any excess of such net rents over the sum payable by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit for the collection of damages pursuant hereto to a credit in respect of any net rents from a reletting, except to the extent that such rents are actually received by Landlordpayable.

Damages. In If a Default occurs and Landlord terminates the event right of Tenant to possession of the Premises without terminating this Lease, such termination of possession shall not release Tenant, in whole or in part, from Tenant’s obligation to pay the Rent hereunder for the full stated Term, and Landlord shall have the right, from time to time, to recover from Tenant, and Tenant shall remain liable for, all Base Rent, Expense Adjustments and Tax Adjustments and any other sums then due under this Lease is terminated during the period from the date of such notice or termination of possession to the end of the Term, but without acceleration thereof. Landlord may file suit from time to time to recover any such sums and no suit or recovery by Landlord of any such sums or portion thereof shall be a defense to any subsequent suit brought for any other sums due under this Lease. Alternatively, if Landlord elects to terminate this Lease, Landlord shall be entitled to recover from Tenant all Base Rent, Expense Adjustments and Tax Adjustments accrued and unpaid for the provisions or any provisions of law by reason of default hereunder on the part of Tenant, Tenant shall pay period up to Landlordand including such termination date, as damageswell as all other additional sums payable by Tenant hereunder. In addition, Landlord shall be entitled to recover, as liquidated damages for loss of the benefit of its bargain and not as a penalty, the sum of (y) the aggregate sum which at the election time of Landlord either: (a) The such termination represents the excess, if any, of the present value of the entire amount of the Rent which would have become due aggregate Base Rent, Expense Adjustments and payable during Tax Adjustments (as reasonably estimated by Landlord) for the remainder of the Term of this Lease, in which event Tenant agrees to pay over the same at once, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance then present value of the Rent then aggregate fair rental value of the Premises for the remainder balance of said the Term. Such , immediately prior to such termination, such present value shall worth to be determined utilizing computed in each case on the basis of a discount rate of six percent (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects ) per annum discount from the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or (b) Sums equal to the Rent respective dates upon which rentals would have been payable by Tenant hereunder had this Lease the Term not been so terminated, payable upon the due dates therefore following such termination through the expiration of this Lease. If Landlord at its option shall relet the Premises during said periodand (z) any damages in addition thereto, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such net rents to be determined by first deducting from the gross rents, as and when received by Landlord, the expenses incurred or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of reletting, including, without limitation, the alteration and preparation of the Premises for new tenants, brokers’ commissions, including reasonable attorneys’ fees and all other expenses properly chargeable against court costs, which Landlord shall have sustained by reason of the Premises and breach of any of the rental therefrom. It is hereby understood that any such reletting may be for a period shorter or longer than the remaining Term covenants of this Lease but in no event shall Tenant be entitled to receive any excess of such net rents over the sum payable by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit other than for the collection payment of damages pursuant hereto to a credit in respect of any net rents from a reletting, except to the extent that such rents are actually received by LandlordRent.

Damages. In the event (a) If this Lease is terminated under the provisions or any provisions of law by reason of default hereunder on the part of TenantLandlord pursuant to Section 14.2, Tenant shall pay remain liable for any Rent and damages which may be due or sustained prior to Landlord, as damages, at the election of Landlord either: (a) The present value of the entire amount of the Rent which would have become due and payable during the remainder of the Term of this Lease, in which event Tenant agrees to pay the same at once, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of the Rent for the remainder of said Term. Such present value shall be determined utilizing a discount rate of six (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or (b) Sums equal to the Rent which would have been payable by Tenant had this Lease not been so terminated, payable upon the due dates therefore following such termination through the expiration of this Lease. If Landlord at its option shall relet the Premises during said period, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, such net rents to be determined by first deducting from the gross rents, as and when received by Landlord, the expenses incurred or paid by Landlord in terminating this Lease all reasonable costs and in securing possession thereof, as well as the expenses of relettingexpenses, including, without limitation, sheriffs' or other commissions (whether chargeable to Landlord or Tenant), watchmen's wages, brokers' and attorneys' fees, and repair and renovation costs incurred by Landlord in pursuit of its remedies hereunder, and/or in connection with any bankruptcy proceedings of Tenant, and/or in connection with renting the alteration Premises to others from time to time (all such Rent, damages, costs, fees and preparation expenses being referred to herein as "Termination Damages"), plus additional damages for all Rent treated as in arrears ("Liquidated Damages") which, at the election of Landlord, shall be an amount equal to either: (i) the Rent which, but for the termination of this Lease, would have become due during the remainder of the Premises for new tenantsTerm, brokers’ commissionsless the amount of rent, reasonable attorneys’ fees and all other expenses properly chargeable against if any, which Landlord shall receive during such period from others to whom the Premises and the rental therefrom. It is hereby understood that any such reletting may be for rented (other than any additional rent received by Landlord as a period shorter or longer than result of any failure of such other person to perform any of its obligations to Landlord), in which case Liquidated Damages shall be computed and payable in monthly installments, in advance, on the remaining Term first day of each calendar month following the termination of this Lease and shall continue until the date on which the Term would have expired but for such termination, and any action or suit brought to collect any such Liquidated Damages for any month shall not in any manner prejudice the right of Landlord to collect any Liquidated Damages for any subsequent months by similar preceding; or (ii) the present worth (as of the date of such termination) of the Rent which, but for the termination of this Lease, would have become due during the remainder of the Term, less the fair rental value of the Premises, as determined by an independent real estate appraiser selected by Landlord, in which case such Liquidated Damages shall be payable to Landlord in one lump sum on demand and shall bear interest at the Default Rate until paid. "Present worth" shall be computed by discounting such amount to present worth at a rate equal to one percentage point above the discount rate then in effect at the Federal Reserve Bank. In no event shall Landlord be required to account to Tenant be entitled to receive for any excess amounts by which the fair rental value shall have exceeded the stipulated Rent at the time of such net rents over termination. (b) If this Lease is terminated pursuant to Section 14.2, Landlord may (without so obligating itself) relet the sum payable by Tenant to Premises or any part thereof, alone or together with other premises, for such term or terms (which may be greater or less than the period which otherwise would have constituted the balance of the Term) and on such terms and conditions (which may include concessions or free rent and alterations of the Premises) as Landlord hereundermay determine, in its commercially reasonable discretion, but Landlord shall not be liable for, nor shall Tenant's obligations hereunder be diminished by reason of, any failure by Landlord to relet the Premises or any failure by Landlord to collect any rent due upon such reletting. (c) Notwithstanding anything to the contrary set forth in this Section 14.3, in the event (i) Landlord must initiate legal action to enforce any one or more of the provisions of this Lease against Tenant, its successors or assigns, or (ii) Landlord must consult with and/or engage an attorney(s) in order (A) to enforce any one or more of the provisions of this Lease against Tenant be entitled or its successors or assigns, or (B) in connection with any bankruptcy proceeding of Tenant, whether or not such consultation and/or engagement results in the initiation of any judicial action or termination of this Lease, then and in any suit for of such events, Tenant, its successors and assigns, undertakes and agrees to pay all costs incurred by Landlord in connection therewith, including, by way of illustration and not of limitation, all reasonable attorneys' fees (inclusive of consultation fees, research costs and correspondence fees), court costs (if awarded post-judgment) and any similar professional fees or costs associated therewith, which costs shall accrue interest at the collection of damages pursuant hereto to a credit Default Rate until paid in respect of any net rents from a reletting, except to the extent that such rents are actually received by Landlordfull.

Damages. In (a) Tenant covenants and agrees that in the event of the expiration or termination of this Lease is terminated or re-entry by Landlord, under any of the provisions of this ARTICLE 17 or any provisions of law pursuant to law, by reason of default hereunder on the part of TenantTenant after the expiration of any applicable notice and cure periods, Tenant shall pay to Landlord, as damages, at the election of Landlord either: (a) The present value of the entire amount of the Rent which would have become due and payable during the remainder of the Term of damages with respect to this Lease, in which event Tenant agrees to pay the same at once, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of the Rent for the remainder of said Term. Such present value shall be determined utilizing a discount rate of six (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or (b) Sums sums equal to the Rent which would have been payable by Tenant had this Lease not been so terminated, or had Landlord not so re-entered the Demised Premises, payable upon the due dates therefore days specified in this Lease following such termination through or such re-entry and until the expiration date of this Lease. If Landlord at its option the Lease provided, however, that if the Demised Premises shall relet the Premises be leased or re-let during said period, Landlord shall credit Tenant with the net rents rent, if any, received by Landlord from such relettingleasing or re-letting, such net rents rent to be determined by first deducting from the gross rents, rents as and when received by Landlord, Landlord from such leasing or re-letting the reasonable expenses incurred or paid by Landlord in terminating this Lease or of reentering the Demised Premises and in of securing possession thereof, as well as the expenses reasonable expense of relettingleasing and re-letting, including, without limitation, the alteration including altering and preparation preparing any portion of the Demised Premises for new tenants, brokers’ commissions, reasonable attorneys’ fees ' commissions and all other expenses properly chargeable against the Demised Premises and the rental therefrom. It is hereby understood that any such reletting may be for a period shorter or longer than the remaining Term of this Lease ; but in no event shall Tenant be entitled to receive any excess of such net rents over the sum Rent payable by Tenant to Landlord hereunder. (b) Suit or suits for the recovery of any and all damages, nor or any installments thereof, provided for hereunder may be brought by Landlord from time to time at its election, and nothing contained herein shall be deemed to require Landlord to postpone suit until the date when the term of this Lease would have expired if it had not been terminated under the provisions of this ARTICLE 17, or under provisions of any law, or had Landlord not re-entered the Demised Premises. (c) Nothing herein contained shall be construed as limiting or precluding the recovery by Landlord against Tenant of any damages to which Landlord may lawfully be entitled in any suit case other than those particularly provided for the collection of damages pursuant hereto to a credit in respect of any net rents from a reletting, except to the extent that such rents are actually received by Landlordabove.