Common use of Damages Clause in Contracts

Damages. None of (i) the termination of this Master Lease, (ii) the repossession of the Demised Premises, (iii) the failure of Landlord to relet the Demised Premises or any portion thereof, (iv) the reletting of all or any portion of the 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 and for liquidated and agreed upon current damages for the occurrence of an Event of Default, either: (a) the sum of: (i) the worth at the time of award of the 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 unpaid Base Rent which would have been earned after termination until the 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 Master Lease or which in the ordinary course of business might result therefrom, including all unpaid Additional Charges at the time of Termination and all Additional Charges which might have accrued for the balance of the Term, and all reasonable costs and expenses of reletting the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary to secure new tenants for the Demised Premises. As used in the foregoing clauses (i), (ii) and (iii), the “worth at the time of award” shall be 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 the Federal Reserve Bank of New York at the time of award plus one percent (1%); or (b) regardless of whether Landlord chooses to terminate Tenant’s right to possession of the Demised Premises (whether or not Landlord terminates the Master Lease), each installment of said Rent and other sums payable by Tenant to Landlord under this Master Lease as the same becomes due and payable, together with interest at the Overdue Rate from the date when due until paid, and Landlord may enforce, by action or otherwise, any other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the Demised Premises and seek damages under subparagraph (a) hereof, to the extent not already paid for by Tenant under this subparagraph (b).

Damages. None of Neither (i) the termination of this Master Lease, Lease pursuant to Section 16.1; (ii) the repossession of the Demised Premises, Leased Property; (iii) the failure of Landlord Lessor, notwithstanding reasonable good faith efforts, to relet the Demised Premises or any portion thereof, Leased Property; nor (iv) the reletting of all or any portion of the Demised Premises, or (v) the inability of Landlord to collect or receive any rentals due upon any such relettingthereof, shall relieve Tenant Lessee of its liabilities liability and obligations hereunder, all of which shall survive any such termination, repossession or relettingreletting (except for proceeds received on subletting). Landlord and Tenant agree that Landlord shall have no obligation to mitigate Landlord’s damages under this Master Lease except if, and to In the extent, required under applicable law. If event of any such termination of this Master Lease occurs (whether or not Landlord terminates Tenant’s right to possession of the Demised Premises)termination, Tenant Lessee shall forthwith pay to Landlord Lessor all Rent due and payable under this Master Lease, with respect to the Leased Property to and including the date of such termination. (a) Lessor shall not be deemed to have terminated this Lease unless Lessor delivers written Notice to Lessee of such election. Thereafter Tenant shall forthwith pay If Lessee voluntarily elects to Landlord, at Landlord’s option, as and for liquidated and agreed terminate this Lease upon current damages for the occurrence of an Event of Default, either: (a) 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 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; plustermination; (ii) the worth at the time of award of the amount of by which the unpaid Base Rent which would have been earned after termination until the time of award; plusaward 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 of by which the unpaid Base Rent for the balance of the Term after the time of awardaward exceeds the amount of such rental loss that Lessee proves could be reasonably avoided; plusand (iv) any other amount necessary to compensate Landlord Lessor for all the detriment proximately caused by Tenant’s Lessee's failure to perform its obligations under this Master Lease or which in the ordinary course of business might things would be likely to result therefrom, including all unpaid Additional Charges at the time of Termination and all Additional Charges which might have accrued for the balance of the Term, and all reasonable costs and expenses of reletting the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary to secure new tenants for the Demised Premises. As used in the foregoing clauses (i), (ii) and (iii), the “The "worth at the time of award” shall be " of the amounts referred to in subparagraphs (i) and (ii) above is computed by allowing interest at the Overdue Rate from the date when due to the date paidRate. As used in Section 13.3(a)(iii), the “The worth at the time of award” shall be award of the amount referred to in subparagraph (iii) is computed by discounting such amount at the discount rate of the Federal Reserve Bank of New York Kansas City at the time of award plus one percent (1%); or (b) regardless of whether Landlord chooses to terminate Tenant’s right to possession of the Demised Premises (whether or not Landlord terminates the Master Lease), each installment of said Rent and other sums payable by Tenant to Landlord under this Master Lease as the same becomes due and payable, together with interest at the Overdue Rate from the date when due until paid, and Landlord may enforce, by action or otherwise, any other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the Demised Premises and seek damages under subparagraph (a) hereof, to the extent not already paid for by Tenant under this subparagraph (b).

Damages. None of (ia) the termination of this Master LeaseLease pursuant to Section 16.1 hereof, (iib) the repossession of the Demised Premisesany Leased Property, (iiic) the failure of Landlord to relet the Demised Premises or any portion thereofLeased Property, (ivd) the reletting of all or any portion of the Demised Premises, thereof or (ve) the inability failure of Landlord to collect or receive any rentals due upon any such reletting, reletting shall relieve Tenant of its liabilities liability 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 In the extent, required under applicable law. If event of any such termination of this Master Lease occurs (whether or not Landlord terminates Tenant’s right to possession of the Demised Premises)termination, Tenant shall forthwith pay to Landlord all Rent due and payable under this Master Lease, with respect to the Leased Properties to and including the date of such the termination. Thereafter Tenant shall forthwith pay to At Landlord, at Landlord’s 's option, as and for liquidated and agreed upon current damages for the occurrence of an Event of DefaultTenant's default, eitherTenant shall also forthwith pay to Landlord: (ai) the sum of: (iA) the worth Worth at the time of award Time of the 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 Award of the amount of by which the unpaid Base Rent which would have been earned after termination until the time of award; plusthe award exceeds the aggregate Rental Value of the Leased Properties for such period, and (iiiB) the worth Worth at the time Time of award the Award of the amount of by which the unpaid Base Rent for the balance of the Term after the time of award; plusthe award exceeds the aggregate Rental Value of the Leased Properties for such period, and (ivC) any other amount necessary to compensate Landlord for all the detriment damage proximately caused by Tenant’s 's failure to perform its obligations under this Master Lease or which in the ordinary course of business might would be likely to result therefrom, including all unpaid Additional Charges at the time of Termination and all Additional Charges which might have accrued for the balance of the Term, and all reasonable costs and expenses of reletting the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary to secure new tenants for the Demised Premises. As used in the foregoing clauses (i), (ii) and (iii), the “worth at the time of award” shall be 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 the Federal Reserve Bank of New York at the time of award plus one percent (1%); or (bii) regardless without termination of whether Landlord chooses to terminate Tenant’s 's right to possession of the Demised Premises (whether or not Landlord terminates the Master Lease)respective Leased Properties, each installment of said the Rent and other sums payable by Tenant to Landlord under this Master Lease as the same becomes due and payable, together with which Rent and other sums shall bear interest at the Overdue Rate from the date when due until paid, and Landlord may enforce, by action or otherwise, any other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the Demised Premises and seek damages under subparagraph (a) hereof, to the extent not already paid for by Tenant under this subparagraph (b)Lease.

Damages. None of (i) the termination of this Master Lease, (ii) the repossession of the Demised PremisesLeased Property (including any Capital Improvements to any Facility), (iii) the failure of Landlord to relet the Demised Premises Leased Property or any portion thereof, (iv) the reletting of all or any portion of the Demised PremisesLeased 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 except if, and to the extent, required under applicable lawXxxxx. If any such termination of this Master Lease occurs (whether or not Landlord terminates Tenant’s right to possession of the Demised PremisesLeased Property), Tenant shall forthwith pay to Landlord all Rent due and payable under this Master Lease, Lease to and including the date of such termination. Thereafter Thereafter: Tenant shall forthwith pay to Landlord, at Landlord’s option, as and for liquidated and agreed upon current damages for the occurrence of an Event of Default, either: (aA) the sum of: (i) the worth at the time of award of the 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; plus16.3; (ii) the worth at the time of award of the amount of by which the unpaid Base Rent which would have been earned after termination until the time of award; plusaward 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 of by which the unpaid Base Rent for the balance of the Term after the time of awardaward 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 TenantXxxxxx’s failure to perform its obligations under this Master Lease or which in the ordinary course of business might things would be likely to result therefrom, including all unpaid Additional Charges at the time of Termination and all Additional Charges which might have accrued for the balance of the Term, and all reasonable costs and expenses of reletting the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary to secure new tenants for the Demised Premises. As used in the foregoing clauses (i), ) and (ii) and (iii)above, the “worth at the time of award” shall be computed by allowing interest at the Overdue Rate from the date when due to the date paidRate. As used in Section 13.3(a)(iii)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 for the remainder of the Term shall be deemed to be the greater of (y) the same as the Percentage Rent for the 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 the conditions that contributed to the Event of Default); . or (bB) regardless of whether if Landlord chooses not to terminate Tenant’s right to possession of the Demised Premises Leased Property (whether or not Landlord terminates the Master Lease), each installment of said Rent and other sums payable by Tenant to Landlord under this Master Lease as the same becomes due and payable, together with interest at the Overdue Rate from the date when due until paid, and Landlord may enforce, by action or otherwise, any other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate TenantXxxxxx’s right to possession of the Demised Premises Leased Property and seek damages under subparagraph (aA) hereof, to the extent not already paid for by Tenant under this subparagraph (bB)).

Damages. None of (i) the termination of this Master Lease, (ii) the repossession of the Demised PremisesLeased Property (including any Capital Improvements to any Facility), (iii) the failure of Landlord to relet the Demised Premises Leased Property or any portion thereof, (iv) the reletting of all or any portion of the Demised PremisesLeased 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 except if, and to the extent, required under applicable lawLease. If any such termination of this Master Lease occurs (whether or not Landlord terminates Tenant’s right to possession of the Demised PremisesLeased Property), Tenant shall forthwith pay to Landlord all Rent due and payable under this Master Lease, Lease to and including the date of such termination. Thereafter Thereafter: Tenant shall forthwith pay to Landlord, at Landlord’s option, as and for liquidated and agreed upon current damages for the occurrence of an Event of Default, either: (aA) the sum of: (i) the worth at the time of award of the 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; plus16.3; (ii) the worth at the time of award of the amount of by which the unpaid Base Rent which would have been earned after termination until the time of award; plusaward 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 of by which the unpaid Base Rent for the balance of the Term after the time of awardaward 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 business might things would be likely to result therefrom, including all unpaid Additional Charges at the time of Termination and all Additional Charges which might have accrued for the balance of the Term, and all reasonable costs and expenses of reletting the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary to secure new tenants for the Demised Premises. As used in the foregoing clauses (i), ) and (ii) and (iii)above, the “worth at the time of award” shall be computed by allowing interest at the Overdue Rate from the date when due to the date paidRate. As used in Section 13.3(a)(iii)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 for the remainder of the Term shall be deemed to be the greater of (y) the same as the Percentage Rent for the 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 the conditions that contributed to the Event of Default); . or (bB) regardless of whether if Landlord chooses not to terminate Tenant’s right to possession of the Demised Premises Leased Property (whether or not Landlord terminates the Master Lease), each installment of said Rent and other sums payable by Tenant to Landlord under this Master Lease as the same becomes due and payable, together with interest at the Overdue Rate from the date when due until paid, and Landlord may enforce, by action or otherwise, any other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the Demised Premises Leased Property and seek damages under subparagraph (aA) hereof, to the extent not already paid for by Tenant under this subparagraph (bB)).

Damages. None of Neither (i) the termination of this Master LeaseLease pursuant to Section 16.1, (ii) the repossession of the Demised Premises, Leased Property; (iii) the failure of Landlord Lessor, notwithstanding reasonable good faith efforts, to relet the Demised Premises or any portion thereof, Leased Property; nor (iv) the reletting of all or any portion of the Demised Premises, or (v) the inability of Landlord to collect or receive any rentals due upon any such relettingthereof, shall relieve Tenant Lessee of its liabilities liability and obligations hereunder, all of which shall survive any such termination, repossession or relettingreletting (except for proceeds received on subletting). Landlord and Tenant agree that Landlord shall have no obligation to mitigate Landlord’s damages under this Master Lease except if, and to In the extent, required under applicable law. If event of any such termination of this Master Lease occurs (whether or not Landlord terminates Tenant’s right to possession of the Demised Premises)termination, Tenant Lessee shall forthwith pay to Landlord Lessor all Rent due and payable under this Master Lease, with respect to the Leased Property to and including the date of such termination. (a) Lessor shall not be deemed to have terminated this Lease unless Lessor delivers written Notice to Lessee of such election. Thereafter Tenant shall forthwith pay If Lessor voluntarily elects to Landlord, at Landlord’s option, as and for liquidated and agreed terminate this Lease upon current damages for the occurrence of an Event of Default, either: (a) 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 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; plustermination; (ii) the worth at the time of award of the amount of by which the unpaid Base Rent which would have been earned after termination until the time of award; plusaward 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 of by which the unpaid Base Rent for the balance of the Term after the time of awardaward exceeds the amount of such rental loss that Lessee proves could be reasonably avoided; plusand (iv) any other amount necessary to compensate Landlord Lessor for all the detriment proximately caused by Tenant’s Lessee's failure to perform its obligations under this Master Lease or which in the ordinary course of business might things would be likely to result therefrom, including all unpaid Additional Charges at the time of Termination and all Additional Charges which might have accrued for the balance of the Term, and all reasonable costs and expenses of reletting the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary to secure new tenants for the Demised Premises. As used in the foregoing clauses (i), (ii) and (iii), the “The "worth at the time of award” shall be " of the amounts referred to in subparagraphs (i) and (ii) above is computed by allowing interest at the Overdue Rate from the date when due to the date paidRate. As used in Section 13.3(a)(iii), the “The worth at the time of award” shall be award of the amount referred to in subparagraph (iii) is computed by discounting such amount at the discount rate of the Federal Reserve Bank of New York San Francisco at the time of award plus one percent (1%); or (b) regardless of whether Landlord chooses to terminate Tenant’s right to possession of the Demised Premises (whether or not Landlord terminates the Master Lease), each installment of said Rent and other sums payable by Tenant to Landlord under this Master Lease as the same becomes due and payable, together with interest at the Overdue Rate from the date when due until paid, and Landlord may enforce, by action or otherwise, any other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the Demised Premises and seek damages under subparagraph (a) hereof, to the extent not already paid for by Tenant under this subparagraph (b).

Damages. None of (i) the termination of this Master Lease, (ii) the repossession of the Demised Premises, (iii) the failure of Landlord to relet the Demised Premises or any portion thereof, (iv) the reletting of all or any portion of the Demised Premises, or (v) the inability of Landlord to collect or receive any rentals due upon any such reletting, following events shall relieve Tenant of its liabilities liability 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 : (a) the extent, required under applicable law. If any such termination of this Master Lease occurs pursuant to Section 17.1, (whether or not Landlord terminates Tenant’s right to possession b) the repossession of the Demised Premises)Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the 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. In the event of any such termination, Tenant shall forthwith pay to Landlord all Rent due and payable under this Master Leasewith respect to the Property to, to and including including, the date of such termination. Thereafter Thereafter, Tenant shall forthwith pay to Landlord, at Landlord’s 's option, as and for liquidated and agreed upon current damages for the occurrence of an Event of DefaultTenant's default, and not as a penalty, either: (a) the sum of: (i) the worth at the time of award of the 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; plustermination, (ii) the worth at the time of award of the amount of by which the unpaid Base Rent which would have been earned after termination until the time of award; plusaward exceeds the amount of such unpaid Rent that Tenant proves could have been reasonably avoided, (iii) the worth at the time of award of the amount of by which the unpaid Base Rent for the balance of the Term after the time of award; plusaward exceeds the amount of such unpaid Rent that Tenant proves could be reasonably avoided, and (iv) any other amount necessary to compensate Landlord for all the detriment proximately caused by Tenant’s Xxxxxx's failure to perform its obligations under this Master Lease or which in the ordinary course of business might things would be likely to result therefrom, including all unpaid Additional Charges at . In making the time of Termination and all Additional Charges which might have accrued for the balance of the Term, and all reasonable costs and expenses of reletting the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary to secure new tenants for the Demised Premises. As used in the foregoing clauses (i), (ii) and (iii)above determinations, the “"worth at the time of the award” " in subsections (i) and (iii) shall be computed determined by allowing the court having jurisdiction thereof including interest at the Overdue Rate from and the date when due to the date paid. As used in Section 13.3(a)(iii), the “"worth at the time of the award” " in subsection (iii) shall be computed determined by discounting such amount at the court having jurisdiction thereof using a discount rate equal to the discount rate of the Federal Reserve Bank of New York San Francisco at the time of the award plus one percent (1%)) and the Percentage Rent shall be deemed to be the same as for the then-current Fiscal Year or, if not determinable, the immediately preceding Fiscal Year, for the remainder of the Term, or such other amount as either party shall prove reasonably could have been earned during the remainder of the Term or any portion thereof; or (b) regardless without termination of whether Landlord chooses to terminate Tenant’s 's right to possession of the Demised Premises (whether or not Landlord terminates the Master Lease)Property, each installment of said Rent and other sums payable by Tenant to Landlord under this Master the Lease as the same becomes due and payable, together with which Rent and other sums shall bear interest at the Overdue Rate from the date when due until paid, and Landlord may enforce, by action or otherwise, any other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the Demised Premises and seek damages under subparagraph (a) hereof, to the extent not already paid for by Tenant under this subparagraph (b)Lease.

Damages. None In the event of (i) the termination of this Master Lease, (ii) the repossession of the Demised Premises, (iii) the failure of Landlord to relet the Demised Premises or any portion thereof, (iv) the reletting of all or any portion of the Demised Premises, or (v) the inability of Landlord to collect or receive any rentals due upon any such relettingDefault by Tenant, then in addition to any other remedies available to Landlord at law or in equity, Landlord shall relieve have the immediate option to terminate this Lease and all rights of Tenant of its liabilities and obligations hereunder, all of which shall survive any hereunder by giving written notice to such termination, repossession or relettingintention to terminate. Landlord and Tenant agree In the event that Landlord shall have no obligation elect to mitigate Landlord’s damages under so terminate 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 then Landlord terminates may recover from 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 and for liquidated and agreed upon current damages for the occurrence of an Event of Default, either: (a) the sum of: (i) i. the worth at the time of award of the any unpaid Base Rent which had has been earned at the time of termination to the extent not previously paid by Tenant under this Section 13.3such termination; plus (ii) . the worth at the time of award of the amount of by which the unpaid Base Rent which would have been earned after termination until the time or award exceeds the amount of awardsuch rental loss Tenant proves could have been reasonably avoided; plus (iii) . the worth at the time of award of the amount of by which the unpaid Base Rent for the balance of the Term after the time of awardaward 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 's failure to perform its obligations his obligation under this Master Lease or of which in the ordinary course of business might things would be likely to result therefrom; plus v. such reasonable attorney's fees incurred by Landlord as a result of such Default, including all unpaid 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 Charges at the time of Termination Rent and all Additional Charges which might have accrued for other sums required to be paid by Tenant pursuant to the balance terms of the Term, and all reasonable costs and expenses of reletting the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary to secure new tenants for the Demised Premisesthis Lease. As used in the foregoing clauses (i), (ii) Subparagraphs i and (iii)ii above, the “"worth at the time of award” shall be " is 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 the Federal Reserve Bank of New York at the time of award plus one percent (1%); or (b) regardless of whether Landlord chooses to terminate Tenant’s right to possession of the Demised Premises (whether or not Landlord terminates the Master Lease), each installment of said Rent and other sums payable by Tenant to Landlord under this Master Lease as the same becomes due and payable, together with interest at the Overdue Rate from the date when due until paid, and Landlord may enforce, by action or otherwise, any other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the Demised Premises and seek damages under subparagraph (a) hereof, to the extent not already paid for by Tenant under this subparagraph (b).

Damages. None of Neither (ia) the termination of this Master Lease, (iib) the repossession of the Demised PremisesLeased Property, (iiic) the failure of Landlord Lessor to relet re-let the Demised Premises Leased Property, nor (d) the re-letting of all or any portion thereof, (iv) the reletting of all or any portion of the Demised Premises, or (v) the inability of Landlord to collect or receive any rentals due upon any such reletting, shall relieve Tenant Lessee of its liabilities liability and obligations hereunder, all of which shall survive any such termination, repossession or relettingre-letting. Landlord and Tenant agree that Landlord shall have no obligation to mitigate Landlord’s damages under this Master Lease except if, and to In the extent, required under applicable law. If event of any such termination of this Master Lease occurs (whether or not Landlord terminates Tenant’s right to possession of the Demised Premises)termination, Tenant Lessee shall forthwith pay to Landlord Lessor all Rent due and payable under this Master Lease, with respect to the Leased Property to and including the date of such termination. Thereafter Tenant Lessee shall forthwith pay to LandlordLessor, at LandlordLessor’s option, as and for liquidated and agreed upon current damages for the occurrence of an Event of DefaultLessee’s default, either: (a) Without termination of Lessee’s right to possession of the Leased Property, each installment of Rent and other sums payable by Lessee to Lessor under the Lease as the same becomes due and payable, which Rent and other sums shall bear interest at the Overdue Rate, and Lessor may enforce, by action or otherwise, any other term or covenant of this Lease; or (b) the sum of: (i) the worth at the time of award of the 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; plustermination, repossession or reletting, and (ii) the worth amount at the time of award termination, repossession or reletting of the amount of unpaid Base Rent by which would have been earned after termination until the 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; plustermination, repossession or reletting, exceeds the amount of such rental loss that Lessee proves could be reasonably avoided, and (iviii) any other amount necessary to compensate Landlord Lessor for all the detriment proximately caused by TenantLessee’s failure to perform its obligations under this Master Lease or which in the ordinary course of business might things, would be likely to result therefrom, including all unpaid Additional Charges . The amount at the time of Termination and all Additional Charges which might have accrued for the balance of the Termtermination, and all reasonable costs and expenses of repossession or reletting the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary referred to secure new tenants for the Demised Premises. As used in the foregoing clauses subparagraph (i), (iiB) and (iii), the “worth at the time of award” shall be 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 is 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%); or . Rent for the purposes of this Section 16.3 shall be a sum equal to (bi) regardless of whether Landlord chooses to terminate Tenant’s right to possession the average of the Demised Premises annual amounts of the greater of the Base Rent or Percentage Rent for the three Fiscal Years immediately preceding the Fiscal Year in which the termination, re-entry or repossession takes place, or (whether ii) if three Fiscal Years shall not have elapsed, the average of the greater of the Base Rent or Percentage Rent during the preceding Fiscal Years during which the Lease was in effect, or (iii) if one Fiscal Year has not Landlord terminates elapsed, the Master Lease), each installment amount derived by annualizing the greater of said the Base Rent and other sums payable by Tenant to Landlord under this Master Lease as the same becomes due and payable, together with interest at the Overdue Rate or Percentage Rent from the effective date when due until paid, and Landlord may enforce, by action or otherwise, any other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the Demised Premises and seek damages under subparagraph (a) hereof, to the extent not already paid for by Tenant under this subparagraph (b)Lease.

Damages. None of (i) the termination of Should Landlord elect to terminate this Master Lease, (ii) the repossession of the Demised Premises, (iii) the failure of Landlord to relet the Demised Premises or any portion thereof, (iv) the reletting of all or any portion of the 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 pursuant to the extentprovisions of Paragraphs 25.2(a)(1) or 25.2(a)(3) above, required under applicable law. If any such termination of this Master Lease occurs (whether or not Landlord terminates Tenant’s right to possession of may recover from Tenant as damages, 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 and for liquidated and agreed upon current damages for the occurrence of an Event of Default, eitherfollowing: (a) the sum of: (i) the 1. The worth at the time of award of the any unpaid Base fixed minimum rent, Common Area Expenses, Additional Rent or other charges which had been earned at the time of termination to the extent not previously paid by Tenant under this Section 13.3such termination; plus (ii) the 2. The worth at the time of award of the amount of by which the unpaid Base fixed minimum rent, Common Area Expenses, Additional Rent or other charges which would have been earned after termination until the time of awardaward exceeds the amount of such loss Tenant proves could have been reasonably avoided; plus (iii) the 3. The worth at the time of award of the amount of by which the unpaid Base fixed minimum rent, Common Area Expenses, Additional Rent or other charges for the balance of the Lease Term after the time of awardaward exceeds the amount of such loss that Tenant proves could be reasonably avoided; plus (iv) any 4. Any other amount necessary to compensate Landlord for all the detriment proximately caused by Tenant’s failure to perform its Tenant’s obligations under this Master Lease or which in the ordinary course of business might things would be likely to result therefrom, including all unpaid Additional Charges at the time of Termination and all Additional Charges which might have accrued for the balance of the Term, and all reasonable costs and expenses of reletting the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar to any costs or expenses reasonably necessary to secure new tenants for the Demised Premises. As used incurred by Landlord in the foregoing clauses (i)) retaking possession of the Premises, including reasonable attorneys’ fees, (ii) maintaining or preserving the Premises after the occurrence of an Event of Default, (iii) preparing the Premises for reletting to a new tenant, including repairs or alterations to the Premises for such reletting, (iv) leasing commissions, and (iii)v) any other costs necessary or appropriate to relet the Premises; plus 5. At Landlord’s election, the “worth at the time of award” shall be computed by allowing interest at the Overdue Rate from the date when due such other amounts in addition to the date paid. As used or in Section 13.3(a)(iii), the “worth at the time of award” shall be computed by discounting such amount at the discount rate lieu of the Federal Reserve Bank of New York at foregoing as may be permitted from time to time by the time of award plus one percent (1%); or (b) regardless of whether Landlord chooses to terminate Tenant’s right to possession laws of the Demised Premises (whether or not Landlord terminates State where the Master Lease), each installment of said Rent and other sums payable by Tenant to Landlord under this Master Lease as the same becomes due and payable, together with interest at the Overdue Rate from the date when due until paid, and Landlord may enforce, by action or otherwise, any other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the Demised Premises and seek damages under subparagraph (a) hereof, to the extent not already paid for by Tenant under this subparagraph (b)Development is situated.

Damages. None (a) Unless Landlord shall expressly agree otherwise in writing, none of (i) the termination exercise and/or enforcement by Landlord of any of its rights or remedies set forth in this Master LeaseArticle XIII, (ii) the repossession of the Demised Premises, (iii) the failure of Landlord to relet the Demised Premises re-let all or any portion thereofof any Demised Premises, (iviii) the reletting of all or any portion of the any Demised Premises, Premises or (viv) the inability of Landlord to collect or receive any rentals due upon any such reletting, shall relieve Tenant of any of its duties, obligations or liabilities and obligations hereunderunder this Lease, all of which shall survive any such terminationtermination of this Lease or other exercise or enforcement by Landlord of any of its rights or remedies hereunder. (b) Notwithstanding anything to the contrary in this Lease, repossession or reletting. Landlord and Tenant agree hereby agrees that Landlord shall have no duty or obligation to mitigate any of Landlord’s damages under this Master Lease except ifunless, and then only to the extentextent that, required under the Legal Requirements of any applicable law. State impose such a duty or obligation on Landlord with respect to its exercise of remedies in that State. (c) If any such termination of this Master Lease occurs Landlord accelerates the Rent pursuant to Section 13.2(b) (whether or not Landlord terminates Tenant’s right to possession of the applicable Demised Premises), Tenant shall forthwith immediately pay to Landlord Landlord: (i) all Rent due and payable under this Master Lease, Lease with respect to the entire Demised Premises through and including the date of such termination. Thereafter Tenant shall forthwith pay to Landlord, at Landlord’s option, applicable EOD Termination Date; and (ii) as and for liquidated and agreed upon current final damages for the occurrence of an such Event of Default, either: the Present Value of the excess, if any, of (a1) the sum of:of all Base Rent, Additional Rent and other sums that would be payable under this Lease by Tenant with respect to the entire Demised Premises from the date of such demand through and including the then current Expiration Date (i.e., in the absence of the applicable EOD Termination, and taking into account any extension of such Expiration Date pursuant to any exercised Renewal Options) over (2) the Fair Market Rent for the entire Demised Premises for the same period (collectively, the “Acceleration Amount”). (d) In the event of (i) any EOD Termination in connection with which Landlord elects not to accelerate the worth at Rent and recover from Tenant the time of award of the 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 Acceleration Amount or (ii) the worth at the time any termination by Landlord of award of the amount of unpaid Base Rent which would have been earned after termination until the 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 Master Lease or which in the ordinary course of business might result therefrom, including all unpaid Additional Charges at the time of Termination and all Additional Charges which might have accrued for the balance of the Term, and all reasonable costs and expenses of reletting the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary to secure new tenants for the Demised Premises. As used in the foregoing clauses (i), (ii) and (iii), the “worth at the time of award” shall be 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 the Federal Reserve Bank of New York at the time of award plus one percent (1%); or (b) regardless of whether Landlord chooses to terminate Tenant’s right to possession of the any Demised Premises pursuant to Section 13.2(c), Tenant shall, until the Expiration Date (i.e., in the absence of the applicable EOD Termination, and taking into account any extension of such Expiration Date pursuant to any exercised Renewal Options), and whether or not Landlord terminates shall have re-let all or any portion of any Demised Premises, pay the Master Lease), each installment excess of said all Rent and other sums payable by Tenant to Landlord under this Master Lease with respect to the entire Demised Premises as the same becomes become (or would become, in the absence of any such EOD Termination) due and payablepayable hereunder, together with interest at the Overdue Default Rate from the date when the same become (or would become, in the absence of any such EOD Termination) due until paid, over (without limiting anything in Section 13.2(b)) rents and other sums received by Landlord for the applicable period pursuant to any reletting of such Demised Premises (or any portion thereof), and Landlord may enforce, by action or otherwise, any other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the Demised Premises and seek damages under subparagraph (a) hereof, to the extent not already paid for by Tenant under this subparagraph (b)Lease.

Damages. None Subject to Landlord’s option to receive liquidated damages under this Section 16.3, none of (i) the termination of this Master Lease, (ii) the repossession of the Demised PremisesLeased Property (including any Capital Improvements to any Facility), (iii) the failure of Landlord to relet the Demised Premises Leased Property or any portion thereof, (iv) the reletting of all or any portion of the Demised PremisesLeased 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 except if, and to the extent, required under applicable lawLease. If any such termination of this Master Lease occurs (whether or not Landlord terminates Tenant’s right to possession of the Demised PremisesLeased Property), Tenant shall forthwith pay to Landlord all Rent due and payable under this Master Lease, Lease to and including the date of such termination. Thereafter Thereafter: Tenant shall forthwith pay to Landlord, at Landlord’s option, as and for liquidated and agreed upon current damages for the occurrence of an Event of Default, either: (a) the sum of: (i) the worth at the time of award of the 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; plus16.3; (ii) the worth at the time of award of the amount of by which the unpaid Base Rent which would have been earned after termination until the time of award; plusaward 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 of by which the unpaid Base Rent for the balance of the Term after the time of awardaward 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 business might things would be likely to result therefrom, including all unpaid Additional Charges at the time of Termination and all Additional Charges which might have accrued for the balance of the Term, and all reasonable costs and expenses of reletting the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary to secure new tenants for the Demised Premises. As used in the foregoing clauses (i), ) and (ii) and (iii)above, the “worth at the time of award” shall be computed by allowing interest at the Overdue Rate from the date when due to the date paidRate. As used in Section 13.3(a)(iii)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. or (b) regardless of whether if Landlord chooses not to terminate Tenant’s right to possession of the Demised Premises Leased Property (whether or not Landlord terminates the Master Lease), each installment of said Rent and other sums payable by Tenant to Landlord under this Master Lease as the same becomes due and payable, together with interest at the Overdue Rate from the date when due until paid, and Landlord may enforce, by action or otherwise, any other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the Demised Premises Leased Property and seek damages under subparagraph (a) hereof, to the extent not already paid for by Tenant under this subparagraph (b)).

Damages. None of Neither (ia) the termination of this Master LeaseLease pursuant to Section 16.1, (iib) the repossession of the Demised PremisesLeased Property, nor (iiic) the failure of Landlord Lessor, notwithstanding reasonable good faith efforts, to relet the Demised Premises or any portion thereof, (iv) the reletting of all or any portion of the Demised Premises, or (v) the inability of Landlord to collect or receive any rentals due upon any such relettingLeased Property, shall relieve Tenant Lessee of its liabilities liability 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 In the extent, required under applicable law. If event of any such termination of this Master Lease occurs (whether or not Landlord terminates Tenant’s right to possession of the Demised Premises)termination, Tenant Lessee shall forthwith pay to Landlord Lessor all Rent due and payable under this Master Lease, to through and including the date of such termination. Thereafter Tenant Lessor shall forthwith pay not be deemed to Landlordhave terminated this Lease unless Lessor delivers Notice to Lessee of such election. If Lessee voluntarily elects to terminate this Lease, at Landlord’s optionthen in addition to all remedies available to Lessor, as and for liquidated and agreed upon current damages for the occurrence of an Event of Default, either: (a) Lessor may recover the sum of: : (i) the worth at the time of award of the unpaid Base Rent which had been earned at the time of termination to the extent not previously paid by Tenant under this Section 13.3termination; plus (ii) the worth at the time of award of the amount of by which the unpaid Base Rent which would have been earned after termination until the time of awardaward exceeds the amount of such rental loss that Lessee proves could have been reasonably avoided; plus (iii) the worth at the time of award of the amount of by which the unpaid Base Rent for the balance of the Term after the time of award; plus award exceeds the amount of such rental loss that Lessee proves could be reasonably avoided, and (iv) any other amount necessary to compensate Landlord Lessor for all the detriment proximately caused by Tenant’s Lessee's failure to perform its obligations under this Master Lease or which in the ordinary course of business might things would be likely to result therefrom, including all unpaid Additional Charges at the time of Termination and all Additional Charges which might have accrued for the balance of the Termreasonable attorney fees, and all reasonable court costs and reasonable out-of-pocket expenses of reletting the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary to secure new tenants for the Demised Premises. As used in the foregoing clauses (i), (ii) and (iii), the “enforcement of Lessor's rights hereunder. The "worth at the time of award” shall be " of the amounts referred to in subparagraphs (i) and (ii) above is computed by allowing interest at the Overdue Rate from maximum legal rate of interest permitted in accordance with the date when due to laws of the date paidState of California. As used in Section 13.3(a)(iii), the “The worth at the time of award” shall be award of the amount referred to in subparagraph (iii) is computed by discounting such amount at the discount rate of the Federal Reserve Bank of New York San Francisco at the time of award plus one percent (1%); or (b) regardless . Without limiting Lessor's other remedies provided herein and provided by law, Lessor may continue the Lease in effect after Lessee's breach and abandonment and recover Rent as it becomes due, provided that, in such event, Lessee has the right to sublet or assign subject only to reasonable conditions imposed by Lessor. Accordingly, without termination of whether Landlord chooses to terminate Tenant’s Lessee's right to possession of the Demised Premises (whether or not Landlord terminates the Master Lease)Leased Property, Lessor may demand and recover each installment of said Rent and other sums payable by Tenant Lessee to Landlord Lessor under this Master Lease as the same becomes due and payable, together with which Rent and other sums shall bear interest at the Overdue Rate maximum interest rate permitted in accordance with the laws of the State of California, from the date when due until paid, and Landlord Lessor may enforce, by action or otherwise, any other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the Demised Premises and seek damages under subparagraph (a) hereof, to the extent not already paid for by Tenant under this subparagraph (b)Lease.

Damages. None of Neither (ia) the termination of this Master LeaseLease pursuant to Section 16.1, (iib) the repossession of the Demised PremisesLeased Property, nor (iiic) the failure of Landlord Lessor, notwithstanding reasonable good faith efforts, to relet the Demised Premises or any portion thereof, (iv) the reletting of all or any portion of the Demised Premises, or (v) the inability of Landlord to collect or receive any rentals due upon any such relettingLeased Property, shall relieve Tenant Lessee of its liabilities liability 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 In the extent, required under applicable law. If event of any such termination of this Master Lease occurs (whether or not Landlord terminates Tenant’s right to possession of the Demised Premises)termination, Tenant Lessee shall forthwith pay to Landlord Lessor all Rent due and payable under this Master Lease, to through and including the date of such termination. Thereafter Tenant Lessor shall forthwith pay not be deemed to Landlordhave terminated this Lease unless Lessor delivers Notice to Lessee of such election. If Lessee voluntarily elects to terminate this Lease, at Landlord’s optionthen in addition to all remedies available to Lessor, as and for liquidated and agreed upon current damages for the occurrence of an Event of Default, either: (a) Lessor may recover the sum of: : (i) the worth at the time of award of the unpaid Base Rent which had been earned at the time of termination to the extent not previously paid by Tenant under this Section 13.3termination; plus (ii) the worth at the time of award of the amount of by which the unpaid Base Rent which would have been earned after termination until the time of awardaward exceeds the amount of such rental loss that Lessee proves could have been reasonably avoided; plus (iii) the worth at the time of award of the amount of by which the unpaid Base Rent for the balance of the Term after the time of award; plus award exceeds the amount of such rental loss that Lessee proves could be reasonably avoided, and (iv) any other amount necessary to compensate Landlord Lessor for all the detriment proximately caused by TenantLessee’s failure to perform its obligations under this Master Lease or which in the ordinary course of business might things would be likely to result therefrom, including all unpaid Additional Charges at the time of Termination and all Additional Charges which might have accrued for the balance of the Termreasonable attorney fees, and all reasonable court costs and reasonable out-of-pocket expenses of reletting the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary to secure new tenants for the Demised Premises. As used in the foregoing clauses (i), (ii) and (iii), the enforcement of Lessor’s rights hereunder. The “worth at the time of award” shall be of the amounts referred to in subparagraphs (i) and (ii) above is computed by allowing interest at the Overdue Rate from maximum legal rate of interest permitted in accordance with the date when due to laws of the date paidState of New York. As used in Section 13.3(a)(iii), the “The worth at the time of award” shall be award of the amount referred to in subparagraph (iii) is computed by discounting such amount at the discount rate of the Federal Reserve Bank of New York San Francisco at the time of award plus one percent (1%); or (b) regardless . Without limiting Lessor’s other remedies provided herein and provided by law, Lessor may continue the Lease in effect after Lessee’s breach and abandonment and recover Rent as it becomes due, provided that, in such event, Lessee has the right to sublet or assign subject only to reasonable conditions imposed by Lessor. Accordingly, without termination of whether Landlord chooses to terminate TenantLessee’s right to possession of the Demised Premises (whether or not Landlord terminates the Master Lease)Leased Property, Lessor may demand and recover each installment of said Rent and other sums payable by Tenant Lessee to Landlord Lessor under this Master Lease as the same becomes due and payable, together with which Rent and other sums shall bear interest at the Overdue Rate maximum interest rate permitted in accordance with the laws of the State of New York, from the date when due until paid, and Landlord Lessor may enforce, by action or otherwise, any other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the Demised Premises and seek damages under subparagraph (a) hereof, to the extent not already paid for by Tenant under this subparagraph (b)Lease.

Damages. None of (i) the termination of this Master Lease, (ii) the repossession of the Demised PremisesLeased Property (including any Capital Improvements to any Facility), (iii) the failure of Landlord to relet the Demised Premises Leased Property or any portion thereof, (iv) the reletting of all or any portion of the Demised PremisesLeased 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 except if, and to the extent, required under applicable lawXxxxx. If any such termination of this Master Lease occurs (whether or not Landlord terminates Tenant’s right to possession of the Demised PremisesLeased Property), Tenant shall forthwith pay to Landlord all Rent due and payable under this Master Lease, Lease to and including the date of such termination. Thereafter Thereafter: Tenant shall forthwith pay to Landlord, at Landlord’s option, as and for liquidated and agreed upon current damages for the occurrence of an Event of Default, either: (aA) the sum of: (i) the worth at the time of award of the 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; plus16.3; (ii) the worth at the time of award of the amount of by which the unpaid Base Rent which would have been earned after termination until the time of award; plusaward exceeds the amount of such rental loss that Tenant proves was in fact avoided or could have been reasonably avoided; (iii) the worth at the time of award of the amount of by which the unpaid Base Rent for the balance of the Term after the time of awardaward exceeds the amount of such rental loss that Tenant proves was in fact avoided or 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 business might things would be likely to result therefrom; provided, including all unpaid Additional Charges at the time of Termination and all Additional Charges which might have accrued however, no compensation shall be due for the balance consequential damages or diminution in value of the TermLand or the Buildings resulting from the Event of Default; provided, further, that Tenant shall be responsible for consequential damages resulting solely from Tenant’s holding over and remaining in all reasonable costs or any portion of the Leased Property following the expiration or earlier termination of the Lease (or any partial termination thereof with respect to a particular Facility) and expenses of reletting first accruing after the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary to secure new tenants for the Demised Premisesdate that is six (6) months following such termination. As used in the foregoing clauses (i), ) and (ii) and (iii)above, the “worth at the time of award” shall be computed by allowing interest at the Overdue Rate from the date when due to the date paidRate. As used in Section 13.3(a)(iii)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 for the remainder of the Term shall be deemed to be the greater of (y) the same as the Percentage Rent for the 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 the conditions that contributed to the Event of Default); . or (bB) regardless of whether if Landlord chooses not to terminate Tenant’s right to possession of the Demised Premises Leased Property (whether or not Landlord terminates the Master Lease), each installment of said Rent and other sums payable by Tenant to Landlord under this Master Lease as the same becomes due and payable, together with interest at the Overdue Rate from the date when due until paid, and Landlord may enforce, by action or otherwise, any other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate TenantXxxxxx’s right to possession of the Demised Premises Leased Property and seek damages under subparagraph (aA) hereof, to the extent not already paid for by Tenant under this subparagraph (bB)).

Damages. None of (i) Damages payable by Licensee to ORBIMAGE: (A) Except as otherwise provided herein, if prior to the termination launch and initial of operations of the OrbView-3 System, Licensee terminates this Master LeaseAgreement 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 repossession lesser of all reasonable and documented costs incurred to date by Licensee under this Agreement and the Demised Premisesfollowing 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 failure execution by both parties of Landlord to relet the Demised Premises or any portion thereof, a mutually acceptable release. (iv) Notwithstanding anything herein to the reletting of contrary, neither ORBIMAGE nor Licensee shall be liable to the other for any damages, expenses, costs, indemnification or otherwise in the event this Agreement is terminated pursuant to Section 4(b)(i) or Section 4(b)(vi), or Section 5(e), except that ORBIMAGE shall refund all or any portion of the Demised Premises, $250,000 that has not been applied against payment for the Licensee Ground Facility or the first year Guaranteed Amount as contemplated by Section 3(f) above. (v) In no event shall any liability of either party exceed 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 and amounts provided for liquidated and agreed upon current damages for the occurrence of an Event of Default, either: (a) the sum of: (i) the worth at the time of award of the unpaid Base Rent which had been earned at the time of termination to the extent not previously paid by Tenant under in this Section 13.3; plus 7 (ii) the worth at the time of award of the amount of unpaid Base Rent which would have been earned after termination until the 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 Master Lease or which in the ordinary course of business might result therefrom, including all unpaid Additional Charges at the time of Termination and all Additional Charges which might have accrued for the balance of the Term, and all reasonable costs and expenses of reletting the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary to secure new tenants for the Demised Premises. As used in the foregoing clauses (i), (ii) and (iii), the “worth at the time of award” shall be 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 the Federal Reserve Bank of New York at the time of award plus one percent (1%); or (b) regardless of whether Landlord chooses to terminate Tenant’s right to possession of the Demised Premises (whether or not Landlord terminates the Master Lease), each installment of said Rent and other sums payable by Tenant to Landlord under this Master Lease as the same becomes due and payable, together with interest at the Overdue Rate from the date when due until paid, and Landlord may enforce, by action or otherwise, any other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the Demised Premises and seek damages under subparagraph (a) hereof, to the extent not already paid for by Tenant under this subparagraph (bd).

Damages. None of (i) In the termination of event this Master Lease, (ii) the repossession of the Demised Premises, (iii) the failure of Landlord Lease is terminated pursuant to relet the Demised Premises or any portion thereof, (iv) the reletting of all or any portion of the Demised PremisesSubparagraph 153.2 above, or (v) the inability of Landlord to collect or receive any rentals due upon any such relettingotherwise, 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 be entitled to mitigate Landlord’s damages under this Master Lease except if, and to in 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 and for liquidated and agreed upon current damages for the occurrence of an Event of Default, eitherfollowing sums: (a) the sum of: (i1) the worth at the time of award of the unpaid Base Rent rent which had has been earned at the time of termination to the extent not previously paid by Tenant under this Section 13.3termination; plus (ii2) the worth at the time of award of the amount of by which the unpaid Base Rent rent which would have been earned after termination until the time of awardaward exceeds the amount of such rental loss that Tenant proves could have been reasonably avoided; plus (iii3) the worth at the time of award of the amount of by which the unpaid Base Rent rent for the balance of the Term term after the time of awardaward exceeds the amount of such rental loss that Tenant proves could be reasonably avoided; plusand (iv4) any other amount necessary to compensate Landlord for the all detriment proximately caused by Tenant’s failure to perform its Tenant’s obligations under this Master Lease Lease, or which in the ordinary course of business might things would be likely to result therefrom, including all unpaid Additional Charges at the time of Termination and all Additional Charges which might have accrued for the balance of the Term, and all reasonable costs and expenses of reletting the Demised Premises, therefrom including, but not limited towithout limitation, all brokerage, advertising, repairs and other similar expenses reasonably necessary to secure new tenants for the Demised Premises. As used in the foregoing clauses following: (i)) expenses for cleaning, repairing or restoring the Premises; (ii) expenses for altering, remodeling or otherwise improving the Premises for the purpose of re-letting, including installation of leasehold improvements (whether such installation be funded by a reduction of rent, direct payment or allowance to the succeeding lessee, or otherwise); (iii) real estate broker’s fees, free or reduced rent and/or tenant improvements for the next tenant, advertising costs and other expenses of re-letting the Premises; (iv) costs of carrying the Premises such as taxes and insurance premiums thereon, utilities and security precautions; (v) expenses in retaking possession of the Premises; (vi) attorneys’ fees and court costs; and (iii), the vii) any unamortized real estate brokerage commission paid in connection with this Lease. 5) The “worth at the time of award” shall be of the amounts referred to in Subparagraphs (a) and (b) of this Paragraph 15.B(3) is computed by allowing interest at the Overdue Rate from the date when due to the date paidPermitted Rate. As used in Section 13.3(a)(iii), the The “worth at the time of award” shall be of the amounts referred to in Subparagraph (c) of this Paragraph 15.B.(3) is computed by discounting such amount at the discount rate of the Federal Reserve Bank Board of New York San Francisco at the time of award plus one percent (1%); or (b) regardless of whether Landlord chooses . The term “rent” as used in this Paragraph 15 shall include all sums required to terminate Tenant’s right to possession of the Demised Premises (whether or not Landlord terminates the Master Lease), each installment of said Rent and other sums payable be paid by Tenant to Landlord under this Master Lease as pursuant to the same becomes due and payable, together with interest at the Overdue Rate from the date when due until paid, and Landlord may enforce, by action or otherwise, any other term or covenant terms of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the Demised Premises and seek damages under subparagraph (a) hereof, to the extent not already paid for by Tenant under this subparagraph (b)Lease.

Damages. None of (i) the The termination of this Master Lease, Lease with respect to any one or more of the Facilities; (ii) the repossession of the Demised Premises, Leased Property and any Capital Additions of any Facility; (iii) the failure of Landlord Lessor, notwithstanding reasonable good faith efforts, to relet the Demised Premises Leased Property or any portion thereof, ; (iv) the reletting of all or any portion of the Demised Premises, Leased Property; or (v) the failure or inability of Landlord Lessor to collect or receive any rentals due upon any such reletting, shall not relieve Tenant Lessee of its liabilities and obligations hereunder, all of which shall survive any such termination, repossession or reletting. Landlord In addition, the termination of this Lease with respect to any one or more of the Facilities shall not relieve Lessee of its liabilities and Tenant agree obligations hereunder with respect to such terminated Facility(ies) that Landlord shall have no obligation are intended to mitigate Landlord’s damages under survive the termination of this Master Lease except ifLease, including, without limitation, the obligations set forth in this Section 16.3 and to the extentSections 16.5, required under applicable law23.1, 37.4 and 45.1.8. If any such termination of this Master Lease occurs (whether or not Landlord terminates Tenant’s right to possession of the Demised Premises)occurs, Tenant Lessee shall forthwith pay to Landlord Lessor all Rent due and payable under this Master Lease, with respect to the Facility(ies) terminated to and including the date of such termination. Thereafter Tenant Thereafter, following any such termination, Lessee shall forthwith pay to LandlordLessor, at LandlordLessor’s option, as and for liquidated and agreed upon current damages for the occurrence of an Event of DefaultDefault by Lessee, either: (a) the sum of: (ia) the worth at the time of award of the unpaid Base Rent which had been earned at the time of termination with respect to the extent not previously paid by Tenant under this Section 13.3; plusterminated Facility(ies), (iib) the worth at the time of award of the amount of by which the unpaid Base Rent which would have been earned after termination with respect to the terminated Facility(ies) until the time of award; plusaward exceeds the amount of such rental loss that Lessee proves could have been reasonably avoided, (iiic) the worth at the time of award of the amount of by which the unpaid Base Rent for the balance of the Term for the terminated Facility(ies) after the time of award; award exceeds the amount of such rental loss that Lessee proves could be reasonably avoided, plus (ivd) any other amount necessary to compensate Landlord Lessor for all the detriment proximately caused by TenantLessee’s failure to perform its obligations under this Master Lease or which in the ordinary course of business might things would be likely to result therefrom, including all unpaid Additional Charges at the time of Termination and all Additional Charges which might have accrued for the balance of the Term, and all reasonable costs and expenses of reletting the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary to secure new tenants for the Demised Premises. As used in the foregoing clauses (i), (iia) and (iii)b) above, the “worth at the time of award” shall be computed by allowing interest at the Overdue Rate from the date when due to the date paidRate. As used in Section 13.3(a)(iii)clause (c) 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 San Francisco at the time of award plus one percent One Percent (1%); or (b) regardless of whether Landlord chooses . Alternatively, if Lessor does not elect to terminate Tenantthis Lease with respect to any Facility, then Lessee shall pay to Lessor, at Lessor’s option, as and for agreed damages for such Event of Default without termination of Lessee’s right to possession of the Demised Premises (whether Leased Property and any Capital Additions or not Landlord terminates the Master Lease)any portion thereof, each installment of said Rent and other sums payable by Tenant Lessee to Landlord Lessor under this Master the Lease as the same becomes due and payable, together with interest at the Overdue Rate from the date when due until paid, and Landlord Lessor may enforce, by action or otherwise, any other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the Demised Premises and seek damages under subparagraph (a) hereof, to the extent not already paid for by Tenant under this subparagraph (b)Lease.

Damages. None of (ia) the termination of this Master LeaseLease pursuant to Section 16.1 hereof, (iib) the repossession of the Demised PremisesLeased Property, (iiic) the failure of Landlord to relet the Demised Premises or any portion thereofLeased Property, (ivd) the reletting of all or any portion of the Demised Premises, thereof or (ve) the inability failure of Landlord to collect or receive any rentals due upon any such reletting, reletting shall relieve Tenant of its liabilities liability 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 In the extent, required under applicable law. If event of any such termination of this Master Lease occurs (whether or not Landlord terminates Tenant’s right to possession of the Demised Premises)termination, Tenant shall forthwith pay to Landlord all Rent due and payable under this Master Lease, with respect to the Leased Property to and including the date of such the termination. Thereafter Tenant shall forthwith pay to At Landlord, at Landlord’s 's option, as and for liquidated and agreed upon current damages for the occurrence of an Event of DefaultTenant's default, eitherTenant shall also forthwith pay to Landlord: (ai) the sum of: (iA) the worth Worth at the time of award Time of the 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 Award of the amount of by which the unpaid Base Rent which would have been earned after termination until the time of award; plusthe award exceeds the aggregate Rental Value of the Leased Property for such period, and (iiiB) the worth Worth at the time Time of award the Award of the amount of by which the unpaid Base Rent for the balance of the Term after the time of award; plusthe award exceeds the aggregate Rental Value of the Leased Property for such period, and (ivC) any other amount necessary to compensate Landlord for all the detriment damage proximately caused by Tenant’s 's failure to perform its obligations under this Master Lease or which in the ordinary course of business might would be likely to result therefrom, including all unpaid Additional Charges at the time of Termination and all Additional Charges which might have accrued for the balance of the Term, and all reasonable costs and expenses of reletting the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary to secure new tenants for the Demised Premises. As used in the foregoing clauses (i), (ii) and (iii), the “worth at the time of award” shall be 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 the Federal Reserve Bank of New York at the time of award plus one percent (1%); or (bii) regardless without termination of whether Landlord chooses to terminate Tenant’s 's right to possession of the Demised Premises (whether or not Landlord terminates the Master Lease)Leased Property, each installment of said the Rent and other sums payable by Tenant to Landlord under this Master Lease as the same becomes due and payable, together with which Rent and other sums shall bear interest at the Overdue Rate from the date when due until paid, and Landlord may enforce, by action or otherwise, any other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the Demised Premises and seek damages under subparagraph (a) hereof, to the extent not already paid for by Tenant under this subparagraph (b)Lease.

Damages. None of (i) Neither the termination of this Master LeaseAgreement, (ii) the repossession of the Demised PremisesLeased Property, (iii) the failure of Landlord to relet the Demised Premises or any portion thereofLeased Property, (iv) nor the reletting of all or any portion of the Demised Premises, or (v) the inability of Landlord to collect or receive any rentals due upon any such relettingthereof, shall relieve Tenant of its liabilities liability 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 reletting to the extent, required under applicable maximum extent permitted by law. If In the event of any such termination of this Master Lease occurs (whether or not Landlord terminates Tenant’s right to possession of the Demised Premises)termination, Tenant shall forthwith pay to Landlord all Rent due and payable under this Master Lease, with respect to the Leased Property to and including the date of such termination. Thereafter In addition, Tenant shall forthwith pay to Landlord, at Landlord’s option, as and for liquidated and agreed upon current damages for the occurrence of an Event of DefaultTenant’s default, either: (a) Without duplication of payments pursuant to Section 3.5, without termination of Tenant’s rights to possession of the Leased Property, each installment of Rent and other sums payable to Tenant by Landlord under this Agreement as the same becomes due and payable, which Rent and other sums shall bear interest at the Interest Rate from the date due until paid or otherwise discharged, and Landlord may enforce, by action or otherwise, any other tem or covenant of this Agreement; or (b) the sum of: (i) the worth at the time of award of the 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; plustermination, repossession or reletting, and (ii) the worth at the time of award termination, repossession or reletting of the amount of unpaid Base Rent by which would have been earned after termination until the 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; plustermination, repossession or reletting, exceeds the amount of such rental loss that Tenant proves could be reasonably avoided and as reduced for rentals received after the time of termination, repossession or reletting, if and to the extent required by applicable law, and (iviii) 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 Agreement or which in the ordinary course of business might things, would be likely to result therefrom, including all unpaid Additional Charges at the time of Termination and all Additional Charges which might have accrued for the balance of the Term, and all reasonable costs and expenses of reletting the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary to secure new tenants for the Demised Premises. As used in the foregoing clauses (i), (ii) and (iii), the “The worth at the time of award” shall be computed by allowing interest at termination, repossession or reletting of the Overdue Rate from the date when due amount referred to the date paid. As used in Section 13.3(a)(iii), the “worth at the time of award” shall be subparagraph (ii) is 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%); or (b) regardless of whether Landlord chooses to terminate Tenant’s right to possession of the Demised Premises (whether or not Landlord terminates the Master Lease), each installment of said Rent and other sums payable by Tenant to Landlord under this Master Lease as the same becomes due and payable, together with interest at the Overdue Rate from the date when due until paid, and Landlord may enforce, by action or otherwise, any other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the Demised Premises and seek damages under subparagraph (a) hereof, to the extent not already paid for by Tenant under this subparagraph (b).

Damages. None of (i) the termination of this Master Lease, (ii) the repossession of the Demised PremisesLeased Property (including any Capital Improvements to any Facility), (iii) the failure of Landlord to relet the Demised Premises Leased Property or any portion thereof, (iv) the reletting of all or any portion of the Demised PremisesLeased 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 except if, and to the extent, required under applicable lawLease. If any such termination of this Master Lease occurs (whether or not Landlord terminates Tenant’s right to possession of the Demised PremisesLeased Property), Tenant shall forthwith pay to Landlord all Rent due and payable under this Master Lease, Lease to and including the date of such termination. Thereafter Thereafter: Tenant shall forthwith pay to Landlord, at Landlord’s option, as and for liquidated and agreed upon current damages for the occurrence of an Event of Default, either: (aA) the sum of: (i) the worth at the time of award of the 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; plus16.3; (ii) the worth at the time of award of the amount of by which the unpaid Base Rent which would have been earned after termination until the time of award; plusaward 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 of by which the unpaid Base Rent for the balance of the Term after the time of awardaward 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 business might things would be likely to result therefrom, including all unpaid Additional Charges at the time of Termination and all Additional Charges which might have accrued for the balance of the Term, and all reasonable costs and expenses of reletting the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary to secure new tenants for the Demised Premises. As used in the foregoing clauses (i), ) and (ii) and (iii)above, the “worth at the time of award” shall be computed by allowing interest at the Overdue Rate from the date when due to the date paidRate. As used in Section 13.3(a)(iii)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 for the remainder of the Term shall be deemed to be the greater of (y) the same as the Percentage Rent for the 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 the conditions that contributed to the Event of Default); . or (bB) regardless of whether if Landlord chooses not to terminate Tenant’s right to possession of the Demised Premises Leased Property (whether or not Landlord terminates the this Master Lease), each installment of said Rent and other sums payable by Tenant to Landlord under this Master Lease as the same becomes due and payable, together with interest at the Overdue Rate from the date when due until paid, and Landlord may enforce, by action or otherwise, any other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the Demised Premises Leased Property and seek damages under subparagraph (aA) hereof, to the extent not already paid for by Tenant under this subparagraph (bB)).

Damages. None of The (ia) the termination of this Master Lease, ; (iib) the repossession of the Demised Premises, ; (iiic) the failure of Landlord Landlord, notwithstanding reasonable good faith efforts, to relet the Demised Premises or any portion thereof, Premises; (ivd) the reletting of all or any portion of the Demised Premises, ; or (ve) the failure or inability of Landlord to collect or receive any rentals due upon any such reletting, shall not 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)occurs, Tenant shall forthwith pay to Landlord all Rent due and payable under this Master Lease, with respect to the Premises to and including the date of such termination. Thereafter Thereafter, following any such termination, Tenant shall forthwith pay to Landlord, at Landlord’s option, as and for liquidated and agreed upon current damages for the occurrence of an Event of DefaultDefault by Tenant, either: (a) the sum of: (i) 16.3.1 the worth at the time of award of the unpaid Base Rent (including all monthly Minimum Rent) which had been earned at the time of termination to the extent not previously paid by Tenant under this Section 13.3; plustermination, (ii) 16.3.2 the worth at the time of award of the amount of by which the unpaid Base Rent (including all monthly Minimum Rent) which would have been earned after termination until the time of award; plusaward exceeds the amount of such rental loss that Tenant proves could have been reasonably avoided, (iii) 16.3.3 the worth at the time of award of the amount of by which the unpaid Base Rent (including all monthly Minimum Rent) for the balance of the then current Term (not including any Extended Terms that have not yet been exercised, but including any Extended Term which has been exercised but has not yet commenced) after the time of award; award exceeds the amount of such rental loss that Tenant proves could be reasonably avoided, plus (iv) 16.3.4 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 business might things would be likely to result therefrom, including all unpaid Additional Charges at the time of Termination and all Additional Charges which might have accrued for the balance of the Term, and all reasonable costs and expenses of reletting the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary to secure new tenants for the Demised Premises. As used in the foregoing clauses (i), (ii) Subsections 16.3.1 and (iii)16.3.2 above, the “worth at the time of award” shall be computed by allowing interest at the Overdue Rate from the date when due to the date paidRate. As used in Section 13.3(a)(iii)Subsection 16.3.3 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 One Percent (1%); or (b) regardless of whether . Alternatively, if Landlord chooses does not elect to terminate this Lease, then Tenant shall pay to Landlord, at Landlord’s option, as and for agreed damages for such Event of Default without termination of Tenant’s right to possession of the Demised Premises (whether or not Landlord terminates the Master Lease)and any Capital Additions, each installment of said Rent (including the monthly Minimum Rent) and other sums payable by Tenant to Landlord under this Master Lease as the same becomes due and payablepayable with respect to the Premises, together with interest at the Overdue Rate from the date when due until paid, and Landlord may enforce, by action or otherwise, any other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the Demised Premises and seek damages under subparagraph (a) hereof, to the extent not already paid for by Tenant under this subparagraph (b)Lease.

Damages. None of (iIn the event this Sublease is terminated pursuant to Subparagraph 14(b)(ii) the termination of this Master Lease, (ii) the repossession of the Demised Premises, (iii) the failure of Landlord to relet the Demised Premises or any portion thereof, (iv) the reletting of all or any portion of the Demised Premisesabove, or (v) otherwise, Sublandlord shall be entitled to damages in 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 and for liquidated and agreed upon current damages for the occurrence of an Event of Default, eitherfollowing sums: (aA) the sum of: (i) the The worth at the time of award of the unpaid Base Rent rent which had has been earned at the time of termination to the extent not previously paid by Tenant under this Section 13.3termination; plus (iiB) the The worth at the time of award of the amount of by which the unpaid Base Rent rent which would have been earned after termination until the time of awardaward exceeds the amount of such rental loss that Subtenant proves could have been reasonably avoided; plus (iiiC) the The worth at the time of award of the amount of by which the unpaid Base Rent rent for the balance of the Term term after the time of awardaward exceeds the amount of such rental loss that Subtenant proves could be reasonably avoided; plusand (ivD) any Any other amount necessary to compensate Landlord Sublandlord for the all detriment proximately caused by Tenant’s Subtenant's failure to perform its Subtenant's obligations under this Master Lease Sublease, or which in the ordinary course of business might things would be likely to result therefrom, including all unpaid Additional Charges at the time of Termination and all Additional Charges which might have accrued for the balance of the Term, and all reasonable costs and expenses of reletting the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary to secure new tenants for the Demised Premises. As used in the foregoing clauses . (i), (iiE) and (iii), the “The "worth at the time of award” shall be " of the amounts referred to in Subparagraphs (A) and (B) of this Subparagraph 14(b)(iii), is computed by allowing interest at the Overdue Rate from the date when due to the date paidPermitted Rate. As used in Section 13.3(a)(iii), the “The "worth at the time of award” shall be " of the amounts referred to in Subparagraph (C) of this Subparagraph 14(b)(iii) is computed by discounting such amount at the discount rate of the Federal Reserve Bank Board of New York San Francisco at the time of award plus one percent (1%); or (b) regardless of whether Landlord chooses . The term "rent," as used in this Paragraph 14, shall include all sums required to terminate Tenant’s right be paid by Subtenant to possession of Sublandlord pursuant to the Demised Premises (whether or not Landlord terminates the Master Lease), each installment of said Rent and other sums payable by Tenant to Landlord under this Master Lease as the same becomes due and payable, together with interest at the Overdue Rate from the date when due until paid, and Landlord may enforce, by action or otherwise, any other term or covenant terms of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the Demised Premises and seek damages under subparagraph (a) hereof, to the extent not already paid for by Tenant under this subparagraph (b)Sublease.

Damages. None of (i) the Any termination of this Master LeaseLease by Landlord shall not in any event terminate Tenant's obligation to pay Basic Rent, additional rent and other amounts owed by Tenant pursuant to this Lease for the full Lease term (ii) collectively for purposes of this paragraph the repossession of the Demised Premises, (iii) the failure of Landlord to relet the Demised Premises or any portion thereof, (iv) the reletting of all or any portion of the 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"Rent"). 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), recover from 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 and for liquidated and agreed upon current damages for the occurrence of an Event of Default, either: (a) the sum of: (i) the worth worth, at the time of award the award, of the unpaid Base Rent which that had been earned at the time termination of termination to the extent not previously paid by Tenant under this Section 13.3; plus Lease, and (iib) the worth worth, at the time of award the award, of the amount of by which the unpaid Base Rent which that would have been earned after the date of termination of this Lease until the time of award; plus the award exceeds the amount of the loss of Rent that Tenant proves could have been reasonably or has actually been avoided by Landlord, and (iiic) the worth present value, at the time of award the award, of the amount of by which the unpaid Base Rent for the balance of the Lease Term after the time of award; plus the award exceeds the amount of the loss of Rent that Tenant proves could have been reasonably or actually has been avoided by Landlord, and (ivd) any other amount amount, and court costs and reasonable attorneys' fees, necessary to compensate Landlord for the all detriment and damage proximately caused by Tenant’s failure to perform its obligations under this Master Lease or which in the ordinary course of business might result therefrom, including all unpaid Additional Charges at the time of Termination and all Additional Charges which might have accrued for the balance of the Term, and all reasonable costs and expenses of reletting the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary to secure new tenants for the Demised Premises's default. As used in the foregoing clauses (i), (ii) and (iii), the “The worth at the time of award” shall the award as used in (a) and (b) of the preceding sentence is to be computed by allowing interest at an annual rate of interest of two percent (2%) above the Overdue Rate from prime rate of interest published in The Wall Street Journal, but in no event at a rate which would be deemed to be usurious under New York law (the date when due "Prime Rate"). In the event that The Wall Street Journal ceases or fails to the date paid. As used in Section 13.3(a)(iii)publish or announce a prime rate, the “worth amounts due hereunder shall bear interest at the Prime Rate announced by the bank designated by Landlord, provided such a bank is among the top twenty-five (25) banks in the United States in terms of deposits. The present value at the time of award” shall the award as referred to in (c) above is to be computed by discounting such the amount at the annual discount rate of the Federal Reserve Bank of New York at the time of award the award, plus one percent (1%)l%; or (b) regardless provided, however, notwithstanding any provision herein to the contrary, Landlord shall be entitled to a minimum recovery equal to the amount actually paid by Landlord in whole or in partial satisfaction of whether Landlord chooses to terminate Tenant’s right to possession of the Demised Premises (whether or not Landlord terminates the Master Lease), each installment of said Rent any Facility Mortgage if and other sums payable by Tenant to Landlord under this Master Lease as the same becomes due and payable, together with interest at the Overdue Rate from the date when due until paid, and Landlord may enforce, by action or otherwise, any other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the Demised Premises and seek damages under subparagraph (a) hereof, to the extent not already paid for by Tenant under this subparagraph (b)the same as a result of the Tenant's default hereunder.

Damages. None of (i) the The termination of this Master LeaseLease with respect to any ------- one or more (including all, if so elected by Lessor) of the Facilities and any Capital Additions; (ii) the repossession of the Demised PremisesLeased Property of any one or more (including all, if so elected by Lessor) of the Facilities and any Capital Additions; (iii) the failure of Landlord Lessor, notwithstanding reasonable good faith efforts, to relet the Demised Premises or Leased Property of any portion thereof, Facility; (iv) the reletting of all or any portion of the Demised Premises, Leased Property of any Facility; or (v) the failure or inability of Landlord Lessor to collect or receive any rentals due upon any such reletting, shall not relieve Tenant Lessee 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)occurs, Tenant Lessee shall forthwith pay to Landlord Lessor all Rent (including all monthly Allocated Minimum Rent) due and payable under with respect to the Leased Property of each such Facility as to which this Master Lease, Lease has terminated to and including the date of such termination. Thereafter Tenant Thereafter, following any such termination, Lessee shall forthwith pay to LandlordLessor, at Landlord’s Lessor's option, as and for liquidated and agreed upon current damages for the occurrence of an Event of DefaultDefault by Lessee with respect to each Facility (including all, either: (aif applicable) as to which this Lease has been so terminated, the sum of: (ia) the worth at the time of award of the unpaid Base Rent (including all monthly Allocated Minimum Rent) which had been earned at the time of termination with respect to the extent not previously paid by Tenant under this Section 13.3; plussuch Facility, (iib) the worth at the time of award of the amount of by which the unpaid Base Rent (including all monthly Allocated Minimum Rent) which would have been earned after termination until the time of award; plusaward exceeds the amount of such rental loss that Lessee proves could have been reasonably avoided with respect to such Facility, (iiic) the worth at the time of award of the amount of by which the unpaid Base Rent (including all monthly Allocated Minimum Rent) for the balance of the Term after the time of award; award exceeds the amount of such rental loss that Lessee proves could be reasonably avoided with respect to such Facility, plus (ivd) any other amount necessary to compensate Landlord Lessor for all the detriment proximately caused by Tenant’s Lessee's failure to perform its obligations under this Master Lease or which in the ordinary course of business might things would be likely to result therefrom, including all unpaid Additional Charges at the time of Termination and all Additional Charges which might have accrued for the balance of the Term, and all reasonable costs and expenses of reletting the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary therefrom with respect to secure new tenants for the Demised Premisessuch Facility. As used in the foregoing clauses (i), (ii1) and (iii)2) above, the “"worth at the time of award” " shall be computed by allowing interest at the Overdue Rate from the date when due to the date paidRate. As used in Section 13.3(a)(iii)clause (3) 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 San Francisco at the time of award plus one percent One Percent (1%); or (b) regardless of whether Landlord chooses . Alternatively, if Lessor does not elect to terminate Tenant’s this Lease with respect to any one or more (including all, if applicable) Facilities, then Lessee shall pay to Lessor, at Lessor's option, as and for agreed damages for such Event of Default without termination of Lessee's right to possession of the Demised Premises (whether or not Landlord terminates the Master LeaseLeased Property of such Facility(ies), each installment of said Rent (including the monthly Allocated Minimum Rent) and other sums payable by Tenant Lessee to Landlord Lessor under this Master Lease as the same becomes due and payablepayable with respect to the Leased Property of each such Facility, together with interest at the Overdue Rate from the date when due until paid, and Landlord Lessor may enforce, by action or otherwise, any other term or covenant of this Master Lease. Notwithstanding anything in this Lease (to the contrary, in the event that this Lease shall be terminated by Lessor with respect to any Facility by reason of an Event of Default, such termination shall not affect the applicable Term of this Lease with respect to the balance of the Facilities not so terminated by Lessor, and Landlord may at any time thereafter terminate Tenant’s this Lease shall continue in full force and effect with respect to each such other Facility, except that the total monthly Allocated Minimum Rent payable hereunder shall be reduced by the amount of monthly Allocated Minimum Rent as to which this Lease has so terminated, subject, however, to Lessor's right to possession of the Demised Premises and seek recover damages under subparagraph (a) hereof, with respect to the extent not already paid for by Tenant under any such Facility as to which this subparagraph (b)Lease has been so terminated as provided in this Article XVI.

Damages. None of Neither (ia) the termination of this Master Lease, (iib) the repossession of the Demised PremisesLeased Property, (iiic) the failure of Landlord Operating Lessor to relet the Demised Premises or any portion thereofLeased Property, nor (ivd) the reletting of all or any portion of the Demised Premises, or (v) the inability of Landlord to collect or receive any rentals due upon any such relettingthereof, shall relieve Tenant Operating Lessee of its liabilities Operating Lessee's liability 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 reletting to the extent, required under applicable maximum extent permitted by law. If In the event of any such termination of this Master Lease occurs (whether or not Landlord terminates Tenant’s right to possession of the Demised Premises)termination, Tenant Operating Lessee shall forthwith pay to Landlord Operating Lessor all Rent due and payable under this Master Lease, with respect to the Leased Property to and including the date of such termination. Thereafter Tenant In addition, Operating Lessee shall forthwith pay to LandlordOperating Lessor, at Landlord’s Operating Lessor's option, as and for liquidated and agreed upon current damages for the occurrence of an Event of DefaultOperating Lessee's default, either: (a1) Without termination of Operating Lessee's right to possession of the Leased Property, each installment of Rent and other sums payable by Operating Lessee to Operating Lessor under this Lease as the same becomes due and payable, which Rent and other sums shall bear interest at the Overdue Rate from the date due until paid or otherwise discharged, and Operating Lessor may enforce, by action or otherwise, any other term or covenant of this Lease; or (2) the sum of: (iA) the worth at the time of award of the 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; plustermination, repossession or reletting, and (iiB) the worth at the time of award termination, repossession or reletting of the amount of unpaid Base Rent by which would have been earned after termination until the 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; plustermination, repossession or reletting, exceeds the amount of such rental loss that Operating Lessee proves could be reasonably avoided and as reduced for rentals received after the time of termination, repossession or reletting, if and to the extent required by applicable law, and (ivC) any other amount necessary to compensate Landlord Operating Lessor for all the detriment proximately caused by Tenant’s Operating Lessee's failure to perform its Operating Lessee's obligations under this Master Lease or which in the ordinary course of business might things, would be likely to result therefrom, including all unpaid Additional Charges at the time of Termination and all Additional Charges which might have accrued for the balance of the Term, and all reasonable costs and expenses of reletting the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary to secure new tenants for the Demised Premises. As used in the foregoing clauses (i), (ii) and (iii), the “The worth at the time of award” shall be computed by allowing interest at termination, repossession or reletting of the Overdue Rate from the date when due amount referred to the date paid. As used in Section 13.3(a)(iii), the “worth at the time of award” shall be subparagraph (B) is computed by discounting such amount at the discount rate of the Federal Reserve Bank of New York San Francisco at the time of award plus one percent (1%); or (b) regardless of whether Landlord chooses to terminate Tenant’s right to possession of the Demised Premises (whether or not Landlord terminates the Master Lease), each installment of said Rent and other sums payable by Tenant to Landlord under this Master Lease as the same becomes due and payable, together with interest at the Overdue Rate from the date when due until paid, and Landlord may enforce, by action or otherwise, any other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the Demised Premises and seek damages under subparagraph (a) hereof, to the extent not already paid for by Tenant under this subparagraph (b).

Damages. None of In the event that this Lease is terminated, Tenant covenants to pay punctually to Landlord all the sums (i"Periodic Payments") and perform all the termination of obligations which Tenant covenants in this Master Lease, (ii) Lease to pay and to perform in the repossession of the Demised Premises, (iii) the failure of Landlord to relet the Demised Premises or any portion thereof, (iv) the reletting of all or any portion of the 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, same manner 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 same extent 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 and for liquidated and agreed upon current damages for the occurrence of an Event of Default, either: (a) the sum of: (i) the worth at the same time of award of as if this Lease had not been terminated. In calculating the unpaid Base Rent which had been earned at the time of termination amounts to the extent not previously be paid by Tenant under this Section 13.3; plus the foregoing covenant, Tenant shall be credited with the net proceeds of any rent obtained by reletting the Premises, after deducting all Landlord's expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting. Landlord may (iii) relet the worth Premises, or any part or parts thereof, for a term or terms which may, at Landlord's option, exceed or be equal to or less than the time of award of the amount of unpaid Base Rent period which would otherwise have been earned after termination until the 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 Master Lease or which in the ordinary course of business might result therefrom, including all unpaid Additional Charges at the time of Termination and all Additional Charges which might have accrued for constituted the balance of the Term, and all may grant such concessions and free rent as Landlord in its reasonable costs commercial judgment considers advisable or necessary to relet the same and expenses of reletting the Demised Premises, including, but not limited to, all brokerage, advertising(ii) make such alterations, repairs and other similar expenses reasonably improvements in the Premises as Landlord in its reasonable commercial judgment considers advisable or necessary to secure new tenants relet the same. No action of Landlord in accordance with the foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce Tenant's liability. Landlord agrees to attempt in good faith to relet the Premises but Landlord shall be entitled to seek to rent other properties of Landlord prior to reletting the Premises. At any time following the termination of this Lease, Landlord may elect to receive, in lieu of receiving further Periodic Payments, an amount (the "Lump Sum Payment") equal to the excess, if any, of the discounted present value (at the legal interest rate) of the total rent reserved for the Demised Premisesremainder of the Term over the then discounted present fair rental value of the Premises for the remainder of the Term. As used In calculating the rent reserved, there shall be included, in addition to the foregoing clauses Annual Fixed Rent and all Additional Rent (i), (ii) assuming that Real Estate Taxes and (iiiOperating Expenses for the Property will increase annually by a reasonable amount), the “worth at value of all other considerations agreed to be paid or performed by Tenant over the time of award” shall be 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 remainder of the Federal Reserve Bank of New York at the time of award plus one percent (1%); or (b) regardless of whether Landlord chooses to terminate Tenant’s right to possession of the Demised Premises (whether or not Landlord terminates the Master Lease), each installment of said Rent and other sums payable by Tenant to Landlord under this Master Lease as the same becomes due and payable, together with interest at the Overdue Rate from the date when due until paid, and Landlord may enforce, by action or otherwise, any other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the Demised Premises and seek damages under subparagraph (a) hereof, to the extent not already paid for by Tenant under this subparagraph (b)Term.

Damages. None of Neither (ia) the termination of this Master LeaseLease (which shall not include the expiration of the Term pursuant to the express provisions hereof), (iib) the repossession of the Demised PremisesLeased Property, (iiic) the failure of Landlord Lessor to relet the Demised Premises or any portion thereofLeased Property, nor (ivd) the reletting of all or any portion of the Demised Premises, or (v) the inability of Landlord to collect or receive any rentals due upon any such relettingthereof, shall relieve Tenant Lessee of its liabilities liability 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 In the extent, required under applicable law. If event of any such termination of this Master Lease occurs (whether or not Landlord terminates Tenant’s right to possession of the Demised Premises)termination, Tenant Lessee shall forthwith pay to Landlord Lessor all Rent due and payable under this Master Lease, with respect to the Leased Property to and including the date of such termination. Thereafter Tenant Lessor shall use commercially reasonable efforts to relet the Leased Property and Lessee’s obligations to Lessor under this Lease. Lessee shall forthwith pay to LandlordLessor, at LandlordLessor’s option, as and for liquidated and agreed upon current damages for the occurrence of an Event of DefaultLessee’s default, either: (a1) Without termination of Lessee’s right to possession of the Leased Property, each installment of rent and other sums payable by Lessee to Lessor under the Lease as the same becomes due and payable, which rent and other sums shall bear interest at the rate of 12% per annum until paid, and Lessor may enforce, by action or otherwise, any other term or covenant of this Lease; or (2) the sum of: (iA) the worth at the time of award of the unpaid Base Rent rent which had been earned at the time of termination to the extent not previously paid by Tenant under this Section 13.3; plustermination, repossession or reletting, and (iiB) the worth at the time of award termination, repossession or reletting of the amount of unpaid Base Rent by which would have been earned after termination until the time of award; plus (iii) the worth at the time of award of the amount of the unpaid Base Rent rent for the balance of the Term after the time of award; plustermination, repossession or reletting, exceeds the amount of such rental loss that Lessee proves could be reasonably avoided, and (ivC) any other amount necessary to compensate Landlord Lessor for all the detriment proximately caused by TenantLessee’s failure to perform its obligations under this Master Lease or which in the ordinary course of business might things would be likely to result therefrom, including all unpaid Additional Charges at the time of Termination and all Additional Charges which might have accrued for the balance of the Term, and all reasonable costs and expenses of reletting the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary to secure new tenants for the Demised Premises. As used in the foregoing clauses (i), (ii) and (iii), the “The worth at the time of award” shall be computed by allowing interest at termination, repossession or reletting of the Overdue Rate from the date when due amount referred to the date paid. As used in Section 13.3(a)(iii), the “worth at the time of award” shall be 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 one percent (1%); or . Percentage Rent for the purposes of this Section 16.3 shall be a sum equal to (bi) regardless of whether Landlord chooses to terminate Tenant’s right to possession the average of the Demised Premises annual amounts of Percentage Rent for the three calendar years immediately preceding the calendar year in which the termination, re-entry or repossession takes place, or (whether ii) if three calendar years shall not have elapsed, the Percentage Rent during the preceding calendar year during which this Lease was in effect, or (iii) if one calendar year has not Landlord terminates elapsed, the Master Lease), each installment of said amount derived by annualizing the Percentage Rent and other sums payable by Tenant to Landlord under this Master Lease as the same becomes due and payable, together with interest at the Overdue Rate from the effective date when due until paid, and Landlord may enforce, by action or otherwise, any other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the Demised Premises and seek damages under subparagraph (a) hereof, to the extent not already paid for by Tenant under this subparagraph (b)Lease.

Damages. None of (iof(a) the termination of this Master LeaseLease pursuant to Section 16.2, (iib) the eviction of Lessee or the repossession of the Demised PremisesLeased Property, (iiic) the inability after reasonable diligence of Lessor, notwithstanding reasonable good faith efforts, to relet the Leased Property, (d) the reletting of the Leased Property or (e) the failure of Landlord to relet the Demised Premises or any portion thereof, (iv) the reletting of all or any portion of the Demised Premises, or (v) the inability of Landlord Lessor to collect or receive any rentals due upon any such reletting, shall relieve Tenant Lessee of its liabilities liability 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 In any such termination of this Master Lease occurs (whether or not Landlord terminates Tenant’s right to possession of the Demised Premises)event, Tenant Lessee shall forthwith pay to Landlord Lessor all Rent due and payable under this Master Lease, with respect to the Leased Property to and including the date of such termination, repossession or eviction. Thereafter Tenant Thereafter, Lessee shall forthwith pay to LandlordLessor, at Landlord’s Lessor's option, as and for liquidated and agreed upon current damages for the occurrence of an Event of Default, either: (a) the sum of: (i) the worth 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 time of award of the unpaid Base Rent which had been earned at the time of termination Overdue Rate to the extent not previously paid by Tenant under this Section 13.3; plus date of payment, plus (iiy) the worth at (calculated in the time of award manner stated below) of the amount of unpaid Base Rent by which would have been earned after termination until the 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 later to occur of award; plus the termination, repossession or eviction exceeds the fair market rental value of the Leased Property for the balance of the Term, plus (ivz) any other amount necessary to compensate Landlord Lessor for the detriment all damage proximately caused by Tenant’s Lessee's failure to perform its obligations under this Master the Lease Obligations or which in the ordinary course would be likely to result therefrom and less the amount of business might result therefrom, including all unpaid Additional Charges at rent that has actually been received by Lessor following the time termination of Termination and all Additional Charges this Lease from a Person other than an Affiliate of Lessor (which might have accrued for purposes hereof shall include the balance net income received by Lessor or an Affiliate of Lessor from its own operation of the Term, and all reasonable costs and expenses of reletting the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary to secure new tenants for the Demised Premises. As used Leased Property in the foregoing clauses (ievent it elects to resume operation thereof in lieu of hiring a third party manager or re-letting the Leased Property), ; or (ii) and (iii), the “worth at the time each payment of award” shall be 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 the Federal Reserve Bank of New York at the time of award plus one percent (1%); or (b) regardless of whether Landlord chooses to terminate Tenant’s right to possession of the Demised Premises (whether or not Landlord terminates the Master Lease), each installment of said Rent and other sums payable by Tenant to Landlord under this Master Lease as the same becomes would have become due and payablepayable if Lessee's right of possession or other rights under this Lease had not been terminated, together with or if Lessee had not been evicted, or if the Leased Property had not been repossessed which Rent, to the extent permitted by law, shall bear interest at the Overdue Rate from the date when due until the date paid, and Landlord Lessor may enforce, by action or otherwise, any other term or covenant of this Master Lease Lease. There shall be credited against Lessee's obligation under this Clause (and Landlord ii) amounts actually collected by Lessor from another tenant to whom the Leased Property may at any time thereafter terminate Tenant’s right to possession have actually been leased or, if Lessor is operating the Leased Property for its own account, the actual Cash Flow of the Demised Premises and seek damages under Leased Property. In making the determinations described in subparagraph (ai) hereofabove, the "worth" of unpaid Rent shall be determined by a court having jurisdiction thereof using the lowest rate of capitalization (highest present worth) reasonably applicable at the time of such determination and allowed by applicable law and the Additional Rent shall be deemed to be the extent not already paid same as the average Additional Rent of the preceding five (5) full calendar years, or if shorter, the average Additional Rent for by Tenant under this subparagraph (b)the calendar years or portions thereof since the date that Additional Rent commenced 104 to accrue or such other amount as either party shall prove reasonably could have been earned during the remainder of the Term or any portion thereof.

Damages. None of (iIn the event this Lease is terminated pursuant to ------- Subparagraph 13.B.(ii) the termination of this Master Lease, (ii) the repossession of the Demised Premises, (iii) the failure of Landlord to relet the Demised Premises or any portion thereof, (iv) the reletting of all or any portion of the Demised Premisesabove, or (v) the inability of Landlord to collect or receive any rentals due upon any such relettingotherwise, 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 be entitled to mitigate Landlord’s damages under this Master Lease except if, and to in 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 and for liquidated and agreed upon current damages for the occurrence of an Event of Default, eitherfollowing sums: (a) the sum of: (i) the worth at the time of award of the unpaid Base Rent rent which had has been earned at the time of termination to the extent not previously paid by Tenant under this Section 13.3termination; plus (iib) the worth at the time of award of the amount of by which the unpaid Base Rent rent which would have been earned after termination until the time of awardaward exceeds the amount of such rental loss that Tenant proves could have been reasonably avoided; plus (iiic) the worth at the time of award of the amount of by which the unpaid Base Rent rent for the balance of the Term term after the time of awardaward exceeds the amount of such rental loss that Tenant proves could be reasonably avoided; plusand (ivd) any other amount necessary to compensate Landlord for the all detriment proximately caused by Tenant’s 's failure to perform its Tenant's obligations under this Master Lease Lease, or which in the ordinary course of business might things would be likely to result therefromtherefrom including, including all unpaid Additional Charges at without limitation, the time of Termination and all Additional Charges which might have accrued following: (i) reasonable expenses for cleaning, repairing or restoring the balance of the TermPremises to surrender condition; (ii) real estate broker's fees, and all reasonable advertising costs and other expenses of reletting the Demised Premises which are reasonably incurred by Landlord and applicable to the period after termination of this Lease; (iii) reasonable costs of carrying the Premises such as taxes and insurance premiums thereon, utilities and security precautions not otherwise included in Additional Rent; (iv) expenses in retaking possession of the Premises, including, but not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary to secure new tenants for the Demised Premises. As used in the foregoing clauses (i), (ii) ; and (iii), the “v) reasonable attorneys' fees and court costs. (e) The "worth at the time of award” shall be " of the amounts referred to in Subparagraphs (a) and (b) of this Subparagraph 13.B.(iii), is computed by allowing interest at the Overdue Rate from the date when due to the date paidPermitted Rate. As used in Section 13.3(a)(iii), the “The "worth at the time of award” shall be " of the amounts referred to in Subparagraph (c) of this Subparagraph 13.B.(iii) is computed by discounting such amount at the discount rate of the Federal Reserve Bank Board of New York San Francisco at the time of award plus one percent (1%); or (b) regardless of whether Landlord chooses . The term "rent" as used in this Paragraph 13 shall include all sums required to terminate Tenant’s right to possession of the Demised Premises (whether or not Landlord terminates the Master Lease), each installment of said Rent and other sums payable be paid by Tenant to Landlord under this Master Lease as pursuant to the same becomes due and payable, together with interest at the Overdue Rate from the date when due until paid, and Landlord may enforce, by action or otherwise, any other term or covenant terms of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the Demised Premises and seek damages under subparagraph (a) hereof, to the extent not already paid for by Tenant under this subparagraph (b)Lease.

Damages. None of Subject to Landlord's option to receive liquidated damages under this Section 16.3, none of: (iv) the termination of this Master Lease, ; (iiw) the repossession of the Demised Premises, Leased Property (iiiincluding any Capital Improvements to any Facility); (x) the failure of Landlord to relet the Demised Premises Leased Property or any portion thereof, ; (ivy) the reletting of all or any portion of the Demised Premises, Leased Property; or (vz) 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 's damages under this Master Lease except if, and to the extent, required under applicable lawLease. If any such termination of this Master Lease occurs (whether or not Landlord terminates Tenant’s 's right to possession of the Demised PremisesLeased Property), Tenant shall forthwith pay to Landlord all Rent due and payable under this Master Lease, Lease to and including the date of such termination. Thereafter Thereafter, Tenant shall forthwith pay to Landlord, at Landlord’s 's option, as and for liquidated and agreed upon current damages for the occurrence of an Event of Default, either: (a) the sum of: (i) the worth at the time of award of the unpaid Base Rent which had been earned at the time of termination to the extent not previously paid by Tenant under this Section 13.316.3; plus (ii) the worth at the time of award of the amount of by which the unpaid Base Rent which would have been earned after termination until the time of awardaward exceeds the amount of such rental loss that Tenant proves could have been reasonably avoided; plus (iii) the worth at the time of award of the amount of by which the unpaid Base Rent for the balance of the Term after the time of awardaward 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 's failure to perform its obligations under this Master Lease or which in the ordinary course of business might things would be likely to result therefrom, including all unpaid Additional Charges at the time of Termination and all Additional Charges which might have accrued for the balance of the Term, and all reasonable costs and expenses of reletting the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary to secure new tenants for the Demised Premises. As used in the foregoing clauses (i), (ii) and (iii), the “worth at the time of award” shall be 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 the Federal Reserve Bank of New York at the time of award plus one percent (1%); or (b) regardless of whether if Landlord chooses not to terminate Tenant’s 's right to possession of the Demised Premises Leased Property (whether or not Landlord terminates the Master Lease), each installment of said Rent and other sums payable by Tenant to Landlord under this Master Lease as the same becomes due and payable, together with interest at the Overdue Rate from the date when due until paid, and Landlord may enforce, by action or otherwise, any other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s 's right to possession of the Demised Premises Leased Property and seek damages under subparagraph (a) hereof, to the extent not already paid for by Tenant under this subparagraph (b)).

Damages. None of (i) If Landlord terminates this Lease pursuant to the termination terms and provisions of this Master LeaseSection 6.2, (ii) Landlord may recover from Tenant, and Tenant shall pay to Landlord, on demand, the repossession Rent and other charges payable by Tenant to Landlord through the date of the Demised Premisestermination, (iii) the failure of Landlord to relet the Demised Premises or any portion thereofand, (iv) the reletting of all or any portion of the Demised Premises, or (v) the inability of Landlord to collect or receive any rentals due upon any such relettingin addition, 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 as damages, at the election of Landlord, either: (x) an accelerated lump sum amount equal to the present value of the amount by which the aggregate amount of Rent due and payable under this Master Lease, to and including owing from the date of such termination. Thereafter Tenant shall forthwith pay to Landlord, at Landlord’s option, as and for liquidated and agreed upon current damages termination through the Expiration Date exceeds the fair rental value of the Premises for the occurrence of an Event of Default, either: same period; or (ay) the sum of: (i) the worth at the time of award of the unpaid Base Rent which had been earned at the time of termination amounts equal 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 unpaid Base Rent which would have been earned after payable by Tenant had this Lease not been so terminated, payable upon the due dates therefor specified herein following such termination and until the time Expiration Date; provided, however, if Landlord shall re-let the Premises during such period, that Landlord shall credit Tenant with the net rents received by Landlord from such re-letting, such net rents to be determined by first deducting from the gross rents as and when received by Landlord from such re-letting, the expenses incurred or paid by Landlord in terminating this Lease, as well as the expenses 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 Master Lease or which in the ordinary course of business might result therefromre-letting, including all unpaid Additional Charges at altering and preparing the time of Termination and all Additional Charges which might have accrued Premises for the balance of the Termnew tenants, administrative costs, advertising costs, brokerage commissions, and all reasonable costs and expenses of reletting the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar and dissimilar expenses reasonably necessary properly chargeable against the Premises and the rental therefrom, it being understood that any such re-letting may be for a period equal to secure new tenants for or shorter or longer than the Demised Premises. As used in the foregoing clauses remaining Term of this Lease; and provided, further, that (i), (ii) and (iii), in no event shall Tenant be entitled to receive any excess of such net rents over the “worth at the time of award” shall be 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 the Federal Reserve Bank of New York at the time of award plus one percent (1%); or (b) regardless of whether Landlord chooses to terminate Tenant’s right to possession of the Demised Premises (whether or not Landlord terminates the Master Lease), each installment of said Rent and other sums payable by Tenant to Landlord under hereunder and (ii) in no event shall Tenant be entitled in any suit for the collection of damages pursuant to this Master Lease as subparagraph or to a credit in respect of any net rents from a re-letting except to the same becomes due extent that such net rents are actually received by Landlord prior to the completion of such suit. If the Premises or any part thereof shall be re-let in combination with other space, a proper apportionment on a square foot area basis shall be made of the rent received from re-letting and payableother expenses of such re-letting. Suit or suits for the recovery of such damages, together with interest or any installments thereof, may be brought by Landlord from time to time at the Overdue Rate from its election, and nothing contained herein shall be deemed to require Landlord to postpone suit until the date when due until paid, and Landlord may enforce, by action or otherwise, any other term or covenant the Term of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the Demised Premises and seek damages under subparagraph (a) hereof, to the extent would have expired if it had not already paid for by Tenant under this subparagraph (b)been terminated hereunder.

Damages. None of If Landlord terminates this Lease or Tenant's right to ------- occupy the Leased Premises pursuant to above subsection (i) the termination of this Master Leaseb), (ii) the repossession of the Demised Premises, (iii) the failure of Landlord subject to Landlord's obligation to expend commercially reasonable efforts to relet the Demised Leased Premises or any portion thereofand mitigate its damages, (iv) the reletting of all or any portion of the 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 however Landlord shall have no obligation to mitigate Landlord’s damages under this Master Lease except if, and relet the Leased Premises if other vacant space is available in the Building) Tenant shall remain liable (in addition to accrued liabilities) 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 and extent legally permissible for liquidated and agreed upon current damages for the occurrence of an Event of Default, either: (a) the sum of: (i) (A) all Basic Rent and Additional Charges provided for in this Lease until the worth at the time of award of the unpaid Base Rent which had been earned at the time of termination to the extent not previously paid by Tenant under date this Section 13.3; plus (ii) the worth at the time of award of the amount of unpaid Base Rent which Lease would have been earned after expired had such termination until the 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 not occurred, discounted to compensate Landlord for the detriment proximately caused by Tenant’s failure to perform its obligations under this Master Lease or which in the ordinary course of business might result therefrom, including all unpaid Additional Charges at the time of Termination and all Additional Charges which might have accrued for the balance of the Term, and all reasonable costs and expenses of reletting the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary to secure new tenants for the Demised Premises. As used in the foregoing clauses (i), (ii) and (iii), the “worth at the time of award” shall be 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 present value at the discount rate of the Federal Reserve Bank of New York Baltimore at the time of award such termination plus one percent (1%), all accelerated to the date of any such termination ("NPV"), and (B) any and all reasonable expenses incurred by Landlord in re-entering the Leased Premises, repossessing the same, making good any default of Tenant, remodeling, altering or dividing the Leased Premises for relet, combining the same with any adjacent space for any new tenants, putting the same in proper repair, establishing signage for, reletting the same (including any and all reasonable attorneys fees and disbursements and reasonable brokerage fees incurred in so doing), and any and all expenses which Landlord may incur in reletting the Leased Premises; less (ii) the net proceeds of any reletting of the Leased Premises discounted to NPV. Tenant agrees to pay to Landlord the difference between items (i) and (ii) above, within ten (10) days after notice, upon any termination or subletting, in full or (b) regardless , at Landlord's option, with respect to each month during the Term, at the end of whether such month. Any suit brought by Landlord chooses to terminate Tenant’s enforce collection of such difference for any one month shall not prejudice Landlord's right to possession enforce the collection of any difference for any other month. In addition to the foregoing, Tenant shall pay to Landlord such sums as the court which has jurisdiction thereover may adjudge reasonable as attorneys fees with respect to any successful law suit or action instituted by Landlord to enforce the provisions of this Lease. Landlord shall have the right, at its sole option, to relet the whole or any part of the Demised Leased Premises (whether or not Landlord terminates for the Master Lease), each installment of said Rent and other sums payable by Tenant to Landlord under this Master Lease as the same becomes due and payable, together with interest at the Overdue Rate from the date when due until paid, and Landlord may enforce, by action or otherwise, any other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession whole of the Demised Premises unexpired Term, or longer, or from time to time for shorter periods, for any rental then obtainable, giving such concessions of rent and seek damages making such special repairs, alterations, decorations and painting for any new tenant as Landlord, in its sole and absolute discretion, may deem advisable. Landlord shall be under subparagraph (a) hereof, no obligation to relet the extent not already paid for by Tenant under this subparagraph (b)Leased Premises. Tenant's liability as aforesaid shall survive the institution of summary proceedings and the issuance of any warrant thereunder unless waived.

Damages. None of (i) the termination of If Landlord elects to terminate this Master LeaseLease as provided in Section 18.1 above, (ii) the repossession of the Demised Premises, (iii) the failure of Landlord to relet the Demised Premises or any portion thereof, (iv) the reletting of all or any portion of the 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 be entitled to mitigate Landlord’s damages under this Master Lease except if, and to recover from Tenant 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 and for liquidated and agreed upon current damages for the occurrence of an Event of Default, eitheraggregate of: (a) the sum of: (i) the The worth at the time of award of the unpaid Base Rent which had been rent and charges equivalent to rent earned at as of the time date of the termination to the extent not previously paid by Tenant under this Section 13.3; plushereof; (iib) the The worth at the time of award of the amount of by which the unpaid Base Rent rent and charges equivalent to rent which would have been earned after the date of termination hereof until the time of award; plusaward exceeds the amount of such rental loss that Tenant proves could have been reasonably avoided; (iiic) the The worth at the time of award of the amount of by which the unpaid Base Rent rent and charges equivalent to rent for the balance of the Term hereof after the time of award; plusaward exceeds the amount of such rental loss that Tenant proves could have been reasonably avoided; (ivd) any Any other amount necessary to compensate Landlord for the detriment proximately caused by Tenant’s failure to perform its obligations under this Master Lease or which which, in the ordinary course of business might things, would be likely to result therefrom; and (e) Any other amount which Landlord may hereafter be permitted to recover from Tenant to compensate Landlord for the detriment caused by Tenant’s default. For the purposes of this Section, including all unpaid Additional Charges the “time of award” shall mean the date upon which the judgment in any action brought by Landlord against Tenant by reason of such default is entered or such earlier date as the court may determine; the -worth at the time of Termination and all Additional Charges which might have accrued for the balance award” of the Term, and all reasonable costs and expenses of reletting the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary amounts referred to secure new tenants for the Demised Premises. As used in the foregoing clauses (i), (iiSections 18.2(a) and 18.2(b) shall be computed by allowing interest at the lesser of the Lease Rate plus three (iii), 3) percentage points or the maximum rate permitted by law; and the “worth at the time of award” shall be computed by allowing interest at of the Overdue Rate from the date when due amount referred to the date paid. As used in Section 13.3(a)(iii), the “worth at the time of award” 18.2(c) shall be computed by discounting such amount at the discount rate of the Federal Reserve Bank of New York San Francisco at the time of award plus one percent (1%); or (b) regardless per annum. Tenant agrees that such charges shall be recoverable by Landlord under California Code of whether Landlord chooses to terminate Civil Procedure Section 1174(b) or any similar, successor or related provision of law. Further. Tenant hereby waives the provisions of California Code of Civil Procedure Section 1174(c) and California Civil Code Section 1951.7 or any other similar, successor or related provision of law providing for Tenant’s right to possession satisfy any judgment in order to prevent a forfeiture of this Lease or requiring Landlord to deliver written notice to Tenant of any reletting of the Demised Premises (whether Premises. No acts or not efforts of Landlord terminates the Master Lease), each installment of said Rent and to mitigate damages caused by Tenant’s breach or default shall be construed or operate to waive or reduce any damages or other sums payable recoverable by Tenant Landlord hereunder (provided, however, that Landlord shall under no circumstances be obligated to Landlord under this Master Lease as the same becomes due and payable, together with interest at the Overdue Rate from the date when due until paid, and Landlord may enforce, by action or otherwise, so mitigate any other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the Demised Premises and seek damages under subparagraph (a) hereof, to the extent not already paid for by Tenant under this subparagraph (bsuch damages).

Damages. None of (ia) the termination of this Master LeaseLease pursuant to Section 16.2, (iib) the eviction of the Lessee or the repossession of the Demised PremisesLeased Property, (iiic) 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 Landlord to relet the Demised Premises or any portion thereof, (iv) the reletting of all or any portion of the Demised Premises, or (v) the inability of Landlord Lessor to collect or receive any rentals due upon any such reletting, shall relieve Tenant the Lessee of its liabilities liability 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 In any such termination of this Master Lease occurs (whether or not Landlord terminates Tenant’s right to possession of event, the Demised Premises), Tenant Lessee shall forthwith pay to Landlord the Lessor all Rent due and payable under this Master Lease, with respect to the Leased Property to and including the date of such termination, repossession or eviction. Thereafter Tenant Thereafter, the Lessee shall forthwith pay to Landlordthe Lessor, at Landlord’s the Lessor's option, as and for liquidated and agreed upon current damages for the occurrence of an Event of Default, either: (a) the sum of: (i) the worth 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 time of award of the unpaid Base Rent which had been earned at the time of termination Overdue Rate to the extent not previously paid by Tenant under this Section 13.3; plus date of payment, plus (iiy) the worth at (calculated in the time of award manner stated below) of the amount of unpaid Base Rent by which would have been earned after termination until the 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 later to occur of award; plus the termination, repossession or eviction exceeds the fair market rental value of the Leased Property for the balance of the Term, plus (ivz) any other amount necessary to compensate Landlord the Lessor for the detriment all damage proximately caused by Tenant’s the Lessee's failure to perform its obligations under this Master the Lease Obligations or which in the ordinary course of business might would be likely to result therefrom, including all unpaid Additional Charges at the time of Termination and all Additional Charges which might have accrued for the balance of the Term, and all reasonable costs and expenses of reletting the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary to secure new tenants for the Demised Premises. As used in the foregoing clauses (i), (ii) and (iii), the “worth at the time of award” shall be 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 the Federal Reserve Bank of New York at the time of award plus one percent (1%); or (bii) regardless each payment of whether Landlord chooses to terminate Tenant’s right to possession of the Demised Premises (whether or not Landlord terminates the Master Lease), each installment of said Rent and other sums payable by Tenant to Landlord under this Master Lease as the same becomes would have become due and payablepayable if the Lessee's right of possession or other rights under this Lease had not been terminated, together with or if the Lessee had not been evicted, or if the Leased Property had not been repossessed which Rent, to the extent permitted by law, shall bear interest at the Overdue Rate from the date when due until the date paid, and Landlord the Lessor may enforce, by action or otherwise, any other term or covenant of this Master Lease Lease. There shall be credited against the Lessee's obligation under this clause (and Landlord ii) amounts actually collected by the Lessor from another tenant to whom the Leased Property may at any time thereafter terminate Tenant’s right to possession have actually been leased or, if the Lessor is operating the Leased Property for its own account, the actual net cash flow of the Demised Premises and seek damages under Leased Property. In making the determinations described in subparagraph (ai) hereofabove, to the extent not already paid for "worth" of unpaid Rent shall be determined by Tenant under this subparagraph a court having jurisdiction thereof using the lowest rate of capitalization (b)highest present worth) reasonably applicable at the time of such deter mination and allowed by applicable law.

Damages. None 29.01. If this Lease is terminated under the provisions of (i) Article 27, or if Landlord shall re-enter the Demised Premises under the provisions of Article 28, or in the event of the termination of this Master Lease, or of re-entry, by or under any action to obtain possession in a summary manner or other proceeding or action or any provision of law by reason of default hereunder on the part of Tenant, Tenant shall pay as Additional Rent to Landlord as a condition precedent to the dismissal of any action to obtain possession of the Demised Premises or other proceeding or action for damages, at the election of Landlord, either: (iia) A sum which at the repossession 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, calculated utilizing the prime interest rate declared by Chase Bank, N.A. in New York as of the date of default, of the aggregate amount of the Rent which would have been payable by Tenant (conclusively presuming the average monthly Additional Rent to be the same as were the average monthly Additional Rent payable for the year, or if less than 365 days have then elapsed since the Commencement Date, the partial year, immediately preceding such termination or re-entry) 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 ending with the Expiration Date plus legal and expert fees and costs for the bringing of any action to enforce this provision. In exercising this remedy, Landlord shall be entitled to accelerate all unpaid Rent and other amounts due hereunder until the Expiration Date; or (b) Sums equal to the Fixed Rent and the Additional Rent which would have been payable by Tenant had this Lease not so terminated, or had Landlord not so re-entered the Demised Premises, payable upon the due dates therefor specified herein following such termination or such re-entry and until the Expiration Date, provided, however, that if Landlord 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 as and when received by Landlord from such reletting the expenses incurred or paid by Landlord in terminating this Lease or in reentering the Demised Premises and in securing possession thereof, as well as the expense of reletting, including, without limitation, altering and preparing the Demised Premises for new tenants, brokers’ commissions, legal fees, and all other expenses properly chargeable against the Demised Premises and the rental therefrom, it being understood that any such reletting may be for a period shorter or longer than the period ending on the Expiration Date; but in no event shall Tenant be entitled to receive any excess of such net rents over the sums payable by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit for the collection of damages pursuant to this subdivision (iiib) to a credit in respect of any rents from 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. If the Demised Premises or any part thereof be relet by Landlord before presentation of proof of such damages to any Court, commission or tribunal, the amount of rent reserved upon such reletting shall, prima facia, be the fair and reasonable rental value for the Demised Premises, or part thereof, to relet during the term of the reletting. Landlord shall have no obligation to mitigate damages by reletting the Demised Premises and shall not be liable in any way whatsoever for its failure of Landlord or refusal to relet the Demised Premises or any portion part thereof, (iv) or if the reletting of all Demised Premises or any portion part thereof are relet, for its failure to collect the rent under such reletting, and no such failure or refusal to relet or failure to collect the rent shall release or affect Tenant’s liability for damages or otherwise under this Lease. Landlord shall be under no obligation in reletting the Demised Premises to give priority to the leasing thereof over other vacant space in the Building. 29.02. Suit or suits for the recovery of any such damages, or any installments thereof, may be brought by Landlord at any time and 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 it had not been so terminated under the provisions of Article 27 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 (v) prejudice the inability right of Landlord to collect prove and/or obtain as damages by reason of the termination of this Lease or receive re-entry on the Demised Premises for the default of Tenant under this Lease an amount equal to the maximum amount permitted by any rentals due upon statute or rule of law in effect at the time when the governing proceedings have been initiated, whether or not such amount is greater than, equal to, or less than any such relettingof the sums referred to in Section 29.01. 29.03. In addition, shall relieve Tenant if this Lease is terminated under the provisions of its liabilities and obligations hereunderArticle 27, all of which shall survive any such termination, repossession or reletting. Landlord and Tenant agree that if Landlord shall re-enter the Demised Premises under the provisions of Article 28, Tenant covenants 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 at the Expiration Date; (b) Tenant shall have no obligation performed prior to mitigate Landlord’s damages under this Master Lease except if, and to the extent, required under applicable law. If any such termination any obligation of Tenant contained in this Master Lease occurs (whether for the making of any alteration or not Landlord terminates Tenant’s right to possession of for restoring or rebuilding the Demised Premises)Premises or the Building, or any part thereof; and (c) for the breach of any covenant of Tenant set forth above in this Section 29.03, Landlord shall be entitled immediately without notice or other action by Landlord, to recover, and 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 and for liquidated and agreed upon current damages for therefor, the occurrence cost of performing such covenant (as estimated by an Event of Default, either:independent contractor selected by Landlord). (a) the sum of: (i) the worth at the time of award of the unpaid Base Rent which had been earned at the time of termination 29.04. In addition to the extent not previously paid by Tenant any other remedies Landlord may have under this Section 13.3; plus (ii) the worth at the time Lease, and without reducing or adversely affecting any of award of the amount of unpaid Base Rent which would have been earned after termination until the 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 TenantLandlord’s failure to perform its obligations rights and remedies under this Master Lease Article 29, if any Rent or which in the ordinary course of business might result therefrom, including all unpaid Additional Charges at the time of Termination and all Additional Charges which might have accrued for the balance of the Term, and all reasonable costs and expenses of reletting the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary to secure new tenants for the Demised Premises. As used in the foregoing clauses (i), (ii) and (iii), the “worth at the time of award” shall be 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 the Federal Reserve Bank of New York at the time of award plus one percent (1%); or (b) regardless of whether Landlord chooses to terminate Tenant’s right to possession of the Demised Premises (whether or not Landlord terminates the Master Lease), each installment of said Rent and other sums damages payable hereunder by Tenant to Landlord under this Master Lease as are not paid within five (5) days after notice therefor, the same becomes due and payable, together with shall bear interest at the Overdue Late Payment Rate pursuant to Section 3.05 from the due date when due thereof until paid, and the amount(s) of such interest shall be Additional Charges hereunder. 29.05. In addition to any remedies which Landlord may enforcehave under this Lease, if there shall be a default hereunder by action Tenant which shall not have been remedied within the applicable grace period, Landlord shall not be obligated to furnish to Tenant or otherwise, any other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the Demised Premises any HVAC services, or any building services; and seek damages under subparagraph (a) hereofthe discontinuance of any one or more of such services shall be without liability by Landlord to Tenant and shall not reduce, to the extent not already paid for by Tenant diminish or otherwise affect any of Tenant’s covenants and obligations under this subparagraph (b)Lease.

Damages. None of (i) the termination of If this Master LeaseLease is terminated pursuant to Section 19.B., (ii) the repossession of the Demised Premises, (iii) the failure of Landlord Tenant nevertheless shall remain liable for any rent and damages which may be due or sustained prior to relet the Demised Premises or any portion thereof, (iv) the reletting of all or any portion of the 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 and for liquidated and agreed upon current damages for the occurrence of an Event of Default, either: (a) the sum of: (i) the worth at the time of award of the 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 unpaid Base Rent which would have been earned after termination until the 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 Master Lease or which in the ordinary course of business might result therefrom, including all unpaid Additional Charges at the time of Termination and all Additional Charges which might have accrued for the balance of the Term, and all reasonable costs costs, fees and expenses of reletting the Demised Premises, 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 brokeragesuch rent, advertisingdamages, repairs 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 similar expenses reasonably necessary to secure new tenants sums due hereunder for the Demised Premises. As used in balance of the foregoing clauses (i)Lease Term, (ii) and (iii), the “worth discounted to present value at the time of award” shall be computed by allowing interest at the Overdue Rate from the date when due a rate equal 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 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 of New York this Lease (and this clause shall survive the termination of this Lease). In determining such Liquidated Damages, the amount of Additional Rent and Percentage Rent (if any) shall be deemed to be the 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 collected by Landlord from Tenant now paid by a new tenant will be credited against such judgment. 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 by Landlord to collect any rent due upon such reletting. Nothing contained in this Lease shall limit or prejudice the right of Landlord to prove for and obtain, in proceedings for the termination of this Lease by reason of bankruptcy or insolvency, an amount equal to the maximum allowed by any statute or rule of law in effect at the time of award plus one percent (1%); or (b) regardless of whether Landlord chooses when, and governing the proceedings in which, the damages are to terminate Tenant’s right to possession of the Demised Premises (be proved, whether or not Landlord terminates the Master Lease)amount be greater, each installment of said Rent and other sums payable by Tenant to Landlord under this Master Lease as equal to, or less than the same becomes due and payable, together with interest at the Overdue Rate from the date when due until paid, and Landlord may enforce, by action or otherwise, any other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession amount of the Demised Premises and seek loss or damages under subparagraph (a) hereof, referred to the extent not already paid for by Tenant under this subparagraph (b)above.

Damages. None of Neither (ia) the termination of this Master Lease, (iib) the repossession of the Demised PremisesLeased Property, (iiic) the failure of Landlord Lessor to relet the Demised Premises or any portion thereofLeased Property, nor (ivd) the reletting of all or any portion of the Demised Premises, or (v) the inability of Landlord to collect or receive any rentals due upon any such relettingthereof, shall relieve Tenant Lessee of its liabilities liability 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 In the extent, required under applicable law. If event of any such termination of this Master Lease occurs (whether or not Landlord terminates Tenant’s right to possession of the Demised Premises)termination, Tenant Lessee shall forthwith pay to Landlord Lessor all Rent due and payable under this Master Lease, with respect to the Leased Property to and including the date of such termination. Thereafter Tenant Lessee shall forthwith pay to LandlordLessor, at Landlord’s Lessor's option, as and for liquidated and agreed upon current damages for the occurrence of an Event of DefaultLessee's default, either: (a1) Without termination of Lessee's right to possession of the Leased Property, each installment of Rent and other sums payable by Lessee to Lessor under the Lease as the same becomes due and payable, which Rent and other sums shall bear interest at the Overdue Rate, and Lessor may enforce, by action or otherwise, any other term or covenant of this Lease; or (2) the sum of: (iA) the worth at the time of award of the 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; plustermination, repossession or reletting, and Lease Agreement Ashford TRS Corporation (iiB) the worth at the time of award termination, repossession or reletting of the amount of unpaid Base Rent by which would have been earned after termination until the 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; plustermination, repossession or reletting, exceeds the amount of such rental loss that Lessee proves could be reasonably avoided, and (ivC) any other amount necessary to compensate Landlord Lessor for all the detriment proximately caused by Tenant’s Lessee's failure to perform its obligations under this Master Lease or which in the ordinary course of business might things, would be likely to result therefrom, including all unpaid Additional Charges at the time of Termination and all Additional Charges which might have accrued for the balance of the Term, and all reasonable costs and expenses of reletting the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary to secure new tenants for the Demised Premises. As used in the foregoing clauses (i), (ii) and (iii), the “The worth at the time of award” shall be computed by allowing interest at termination, repossession or reletting of the Overdue Rate from the date when due amount referred to the date paid. As used in Section 13.3(a)(iii), the “worth at the time of award” shall be 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 one percent (1%); or . Rent for the purposes of this SECTION 16.3 shall be a sum equal to (bi) regardless of whether Landlord chooses to terminate Tenant’s right to possession the average of the Demised Premises annual amounts of the greater of the Base Rent or Percentage Rent for the three Fiscal Years immediately preceding the Fiscal Year in which the termination, re-entry or repossession takes place, or (whether ii) if three Fiscal Years shall not have elapsed, the average of the greater of the Base Rent or Percentage Rent during the preceding Fiscal Years during which the Lease was in effect, or (iii) if one Fiscal Year has not Landlord terminates elapsed, the Master Lease), each installment amount derived by annualizing the greater of said the Base Rent and other sums payable by Tenant to Landlord under this Master Lease as the same becomes due and payable, together with interest at the Overdue Rate or Percentage Rent from the effective date when due until paid, and Landlord may enforce, by action or otherwise, any other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the Demised Premises and seek damages under subparagraph (a) hereof, to the extent not already paid for by Tenant under this subparagraph (b)Lease.

Damages. None 22.1 If, as a result of the occurrence of any Event of Default (and as provided in section 21.1 above), this Lease is terminated or Landlord shall reenter the Leased Premises, then: (a) Tenant shall pay to Landlord all rent (including Base Rent and additional rent of all kinds) and other charges (including late charges and interest, if any, as provided in section 3.7 above) payable under this Lease by Tenant to Landlord to the date upon which (i) this Lease shall have terminated or (ii) Landlord shall have reentered the Leased Premises, whichever shall have first occurred, and (b) Tenant shall pay to Landlord any deficiency (hereafter called the "Deficiency") between the rent (including Base Rent and additional rent of all kinds) reserved in this Lease for the period which otherwise would have constituted the remainder of the Term after the date referred to in paragraph (a) above and the net amount, if any, of rents collected under any reletting effected pursuant to the provisions of section 21.1(c) above 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 Master Lease, (ii) Lease and/or Landlord's reentry upon the repossession of the Demised Leased Premises, all repossession costs, brokerage commissions, legal expenses, attorney fees, alteration costs, and other expenses of preparing the Leased Premises for such reletting). (iii1) Any such Deficiency shall be paid in monthly installments by Tenant on the failure days specified in this Lease for payment of installments of rent and Landlord shall be entitled to relet recover from Tenant each monthly Deficiency as the Demised Premises or any portion thereofsame shall arise (including late charges and interest, (iv) the reletting of all or any portion of the Demised Premisesif any, or (v) the inability of Landlord as provided in section 3.7 above), and no suit to collect such amounts for any month shall prejudice Landlord's right to collect the Deficiency for any subsequent month by a similar proceeding. (2) Whether 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 not Landlord shall have no obligation to mitigate Landlord’s damages under this Master Lease except ifcollected any monthly Deficiency as aforesaid, and to the extent, required under applicable law. If any such termination in lieu of this Master Lease occurs (whether or not Landlord terminates Tenant’s right to possession of the Demised Premises), subsequent Deficiency installments 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 optionon demand, as and for liquidated and agreed upon current damages final damages, a sum equal to the amount by which the rent (including Base Rent and additional rent of all kinds) reserved in this Lease for the occurrence period which, at the time of an Event such demand, otherwise would have constituted the unexpired portion of Defaultthe Term exceeds the then fair and reasonable rental value of the Leased Premises for the same period. If, either:before presentation of proof of such liquidated damages to any court, commission, or tribunal, the Leased 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 rental value for the part or the whole of the Leased Premises so relet during the term of the reletting. Solely for the purposes of this section 22.1(b)(2), the term "rent" as used in such section shall mean the rent in effect immediately prior to the date upon which demand under this section 22.1(b)(2) is made. (a) 22.2 If the sum of:Leased 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 such reletting shall be equitably apportioned for the purposes of this article 22. Tenant shall in no event be entitled to any rents collected or payable under any reletting, whether or not such rents shall exceed the rent provided under this Lease. 22.3 Nothing contained in articles 20, 21, or this article shall be deemed to limit or preclude (i) the worth at the time of award application to damages of the 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 Security Deposit provided in section 4.1 above or (ii) the worth at the time of award recovery by Landlord from Tenant of the maximum amount allowed to be obtained as damages under applicable law or of unpaid Base Rent any sums or damages to which would have been earned after termination until the 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 Master Lease or which may be entitled in the ordinary course of business might result therefrom, including all unpaid Additional Charges at the time of Termination and all Additional Charges which might have accrued for the balance of the Term, and all reasonable costs and expenses of reletting the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary to secure new tenants for the Demised Premises. As used in the foregoing clauses (i), (ii) and (iii), the “worth at the time of award” shall be computed by allowing interest at the Overdue Rate from the date when due addition to the date paid. As used damages set forth 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 the Federal Reserve Bank of New York at the time of award plus one percent (1%); or (b) regardless of whether Landlord chooses to terminate Tenant’s right to possession of the Demised Premises (whether or not Landlord terminates the Master Lease), each installment of said Rent and other sums payable by Tenant to Landlord under this Master Lease as the same becomes due and payable, together with interest at the Overdue Rate from the date when due until paid, and Landlord may enforce, by action or otherwise, any other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the Demised Premises and seek damages under subparagraph (a) hereof, to the extent not already paid for by Tenant under this subparagraph (b)section 22.1 above.

Damages. None of (i) the termination of this Master Lease, (ii) the repossession of the Demised Premises, (iii) the failure of Landlord to relet the Demised Premises or any portion thereof, (iv) the reletting of all or any portion of the 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 and for liquidated and agreed upon current damages for the occurrence of an Event of Default, either: (a) Except as provided in paragraphs 23(c) and (d) below, in the sum ofevent Rate Lock occurs, but no Loan closes by the Outside Closing Date, then: (i) Freddie Mac shall retain the worth at the time of award of the unpaid Base Rent which had been earned at the time of termination to the extent not previously Good Faith Deposit and any extension fee paid by Tenant under this Section 13.3Borrower pursuant to paragraph 19(b) in full satisfaction of Borrower's obligation to pay the Freddie Mac Pool One Transaction Fee and the Freddie Mac Pool Two Transaction Fee as set forth in paragraphs 11(b) and (c), in full satisfaction of all other fees, costs and expenses due to Freddie Mac in connection with the Transaction, and in full satisfaction of Freddie Mac's other damages incurred because the Transaction does not close; plus (ii) Lender shall have earned the worth at the time of award remainder of the Origination Fee, the remainder of the Additional Lender Origination Fee and the remainder of the Lender LIBOR Loan Fee (such amounts, collectively, the "Lender Fee Amount"); Borrower shall pay Lender the Lender Fee Amount, an amount equal to lost value of unpaid Base Rent which would have been earned Xxxxxx's servicing rights for the Loan, and all amounts due pursuant to paragraphs 15 and 21 within three (3) business days after termination until the time of awardwritten demand therefor; plusand Xxxxxxxx further agrees to pay any other damages Lender is able to prove; and (iii) Borrower shall pay to Lender, and shall indemnify and hold Lender harmless against, any actual damages due to the worth Investor by reason of locking the Interest Rate on the Pool Two Loans (the "Investor Damages"). No Investor Damages shall be paid with respect to the Pool One Loans. Lender, at its option, shall have the time right to enforce any rights or remedies it may have at law or in equity with respect to the collection 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 amounts due to compensate Landlord for the detriment proximately caused by Tenant’s failure to perform its obligations Lender under this Master Lease or which in the ordinary course paragraph 23(a) and Borrower shall pay all costs of business might result therefrom, including all unpaid Additional Charges at the time of Termination and all Additional Charges which might have accrued for the balance of the Term, and all reasonable costs and expenses of reletting the Demised Premisessuch collection, including, but not limited to, all brokeragereasonable attorney's fees and disbursements (which, advertisingas such costs and expenses relate to Investor Damages, repairs and other similar expenses reasonably necessary to secure new tenants for the Demised Premises. As used shall be included in the foregoing clauses (idefinition of "Investor Damages"). Notwithstanding anything in this Final Commitment to the contrary, Investor Damages shall not be limited to the Rate Lock Fee. Any amount of the Rate Lock Fee which exceeds Investor Damages and the amounts due Lender as provided in (ii) and (iii), the “worth at the time of award” above shall be computed by allowing interest at the Overdue Rate from the date when due refunded 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 the Federal Reserve Bank of New York at the time of award plus one percent (1%); orBorrower promptly after Investor Damages are determined. (b) regardless of whether Landlord chooses to terminate Tenant’s right to possession Except as provided in paragraphs 23(c) and (d) below, in the event Rate Lock occurs and a portion of the Demised Premises Loan closes by the Outside Closing Date but a portion of the Loan is subject to Exclusions pursuant to paragraph 12, then: (whether or not Landlord terminates the Master Lease), each installment of said Rent and other sums payable by Tenant to Landlord under this Master Lease as the same becomes due and payable, together with interest at the Overdue Rate i) Freddie Mac shall retain from the date when due until paid, and Landlord may enforce, by action or otherwise, any other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the Demised Premises and seek damages under subparagraph (a) hereof, to the extent not already paid for by Tenant under this subparagraph (b).Good Faith Deposit an

Damages. None (a) The Executive acknowledges that the continuity of existing senior management, including the Executive, following completion of the Acquisition was a critical factor in FCN's assessment of the likely benefits to be derived from the Acquisition and that the willingness of the senior Executives, including the Executive, to enter into employment agreements such as this was a material inducement to proceed with the Acquisition. The Executive also acknowledges that, if the Executive's employment hereunder is terminated prior to the end of the Employment Period by the Executive voluntarily and not for reasons attributable either to (i) the termination Company's failure to comply with the terms of this Master Lease, Agreement or (ii) such Executive's death or Disability (a "Voluntary Quit"), the repossession damages to the Company would be material, but that the amount of such damages would be uncertain and not readily ascertainable. (b) Accordingly, the Executive agrees that if the Executive Voluntarily Quits prior to the expiration of the Demised PremisesEmployment Period, (iii) the failure of Landlord to relet the Demised Premises or any portion thereof, (iv) the reletting of all or any portion of the Demised Premises, or (v) the inability of Landlord to collect or receive any rentals due upon any such reletting, Executive 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, make a cash payment as and for liquidated damages. If the Voluntary Quit occurs prior to the first anniversary of the Effective Date, the amount of such cash payment shall be the amount set forth on Exhibit A hereto; if the Voluntary Quit occurs on or after the first anniversary, but prior to the second anniversary, of the Effective Date, the amount of such cash payment shall be the amount set forth on Exhibit A hereto; if the Voluntary Quit occurs on or after the second anniversary of the Effective Date, but prior to the expiration of the Employment Period, the amount of such cash payment shall be the amount set forth in Exhibit A. (c) The Executive acknowledges that the amounts referenced in this Section 5 and agreed upon current set forth in Exhibit A are reasonable in proportion to the probable damages likely to be sustained by the Company if the Executive Voluntarily Quits prior to the expiration of the Employment Period, that the amount of actual damages to be sustained by the Company in the event the Executive Voluntarily Quits is incapable of precise estimation, that the payment of such cash amounts by the Executive would not result in severe economic hardship for the Executive and his family, and that such cash payments are not intended to constitute a penalty or punitive damages for the occurrence of an Event of Default, either:any purposes. (ad) the sum of: (i) the worth at the time of award of the unpaid Base Rent which had been earned at the time of termination to the extent not previously paid by Tenant The Executive's payment obligations under this Section 13.3; plus (ii) the worth at the time of award 5 shall be full recourse obligations and shall be secured by a pledge of the amount number of unpaid Base Rent the shares of FCN Common Stock received by the Executive in the Acquisition (pursuant to Section II.A of the Purchase Agreement) pursuant to an Executive Pledge Agreement, in substantially the form of Exhibit B hereto (the "Pledge Agreement"), to be entered into by the Executive and the Company concurrently with the execution and delivery of this Agreement, provided that the Executive shall have the right to substitute collateral reasonably acceptable to the Company (the "Collateral") which would have been earned after termination until shall then be subject to the time Pledge Agreement. If the net proceeds of award; plus (iii) the worth at disposition of such shares of FCN Common Stock or the time Collateral pursuant to the Pledge Agreement are insufficient to satisfy the Executive's payment obligation hereunder, the Executive shall be obligated to make up the shortfall out of award his or her other personal assets. If the net proceeds of the disposition of such shares of FCN Common Stock or the Collateral pursuant to the Pledge Agreement exceed 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 Master Lease or which in the ordinary course of business might result therefrom, including all unpaid Additional Charges at the time of Termination and all Additional Charges which might have accrued for the balance of the Term, and all reasonable costs and expenses of reletting the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary to secure new tenants for the Demised Premises. As used in the foregoing clauses (i), (ii) and (iii)Executive's payment obligation hereunder, the “worth at the time of award” Company promptly shall be 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)pay such excess amount and, 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%); or (b) regardless of whether Landlord chooses to terminate Tenant’s right to possession of the Demised Premises (whether if applicable, return any excess shares or not Landlord terminates the Master Lease), each installment of said Rent and other sums payable by Tenant to Landlord under this Master Lease as the same becomes due and payable, together with interest at the Overdue Rate from the date when due until paid, and Landlord may enforce, by action or otherwise, any other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the Demised Premises and seek damages under subparagraph (a) hereofCollateral, to the extent not already paid Executive as soon as is reasonably practicable. (e) No liquidated damages shall be payable by the Executive, the Pledge Agreement shall terminate and the FCN Common Stock or other Collateral held by the Company shall be returned to the Executive in accordance with the Pledge Agreement in the event the Executive's employment is terminated prior to the expiration of the Employment Period for by Tenant under any reason other than if the Executive Voluntarily Quits. (f) During the Employment Period, the provisions of this subparagraph (b)Section 5 and the Pledge Agreement shall constitute the Company's sole and exclusive remedy if an Executive Voluntarily Quits.

Damages. (a) None of (i) the termination of this Master Lease, (ii) the repossession of the Demised PremisesLeased Property (including any Capital Improvements to the Facility), (iii) the failure of Landlord to relet the Demised Premises Leased Property or any portion thereof, (iv) the reletting of all or any portion of the Demised PremisesLeased 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 except ifLease, and Tenant hereby waives any duty of Landlord to mitigate damages under any Legal Requirements to the extent, required under applicable lawfull extent that such duty may be waived. If any such termination of this Master Lease occurs (whether or not Landlord terminates Tenant’s right to possession of the Demised PremisesLeased Property), Tenant shall forthwith pay to Landlord (x) all Rent due and payable under this Master Lease, Lease to and including the date of such termination (together with interest thereon at the Overdue Rate from the date the applicable amount was due) and (y) pay on demand all damages to which Landlord shall be entitled at law or in equity; provided, however, with respect to unpaid Rent from and after the date of termination. Thereafter Tenant shall forthwith pay to Landlord, at Landlord’s option, Tenant shall forthwith pay to Landlord as and for liquidated and agreed upon current damages damages, for the occurrence of an Event of Default, either: (ai) the sum of: (i1) the worth at the time of award of the unpaid Base Rent (and Additional Charges) which had been earned at the time of termination to the extent not previously paid by Tenant under this Section 13.3; plus16.3; (ii2) the worth at the time of award of the amount of by which the unpaid Base Rent which would have been earned after termination until the time of award; plusaward exceeds the amount of such rental loss that Tenant proves could have been reasonably avoided; (iii3) the worth at the time of award of the amount of by which the unpaid Base Rent for the balance of the Term after the time of awardaward exceeds the amount of such rental loss that Tenant proves could be reasonably avoided; plus (iv4) 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 business might things would be likely to result therefrom, including all unpaid Additional Charges at the time of Termination and all Additional Charges which might have accrued for the balance of the Term, and all reasonable costs and expenses of reletting the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary to secure new tenants for the Demised Premises. As used in the foregoing clauses (i), (iiSection 16.3(a)(i)(1) and (iiiSection 16.3(a)(i)(2), the “worth at the time of award” shall be computed by allowing interest at the Overdue Rate from the date when due to the date paidRate. As used in clause Section 13.3(a)(iii16.3(a)(i)(3), 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. or (bii) regardless of whether if Landlord chooses not to terminate Tenant’s right to possession of the Demised Premises Leased Property (whether or not Landlord terminates the Master Lease), each installment of said Rent and other sums payable by Tenant to Landlord under this Master Lease as the same becomes due and payable, together with interest at the Overdue Rate from the date when due until paid, and Landlord may enforce, by action or otherwise, any other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the Demised Premises Leased Property and seek damages under subparagraph (ai) hereof, to the extent not already paid for by Tenant under this subparagraph (bii)). (b) If, as of the date of any termination of this Lease pursuant to Section 16.2, the Leased Property shall not be in the condition in which Tenant has agreed to surrender the same to Landlord at the expiration or earlier termination of this Lease pursuant to Section 9.1(d), then Tenant, shall pay, as damages therefor, the cost (as estimated by an independent contractor reasonably selected by Landlord) of placing the Leased Property in the condition in which Tenant is required to surrender the same hereunder.

Damages. None of (i) the The termination of this Master Lease, ; (ii) the repossession of the Demised Premises, Leased Property and Capital Additions of the Facility; (iii) the failure of Landlord Lessor, notwithstanding reasonable good faith efforts, to relet the Demised Premises Leased Property or any portion thereof, ; (iv) the reletting of all or any portion of the Demised Premises, Leased Property; or (v) the failure or inability of Landlord Lessor to collect or receive any rentals due upon any such reletting, shall not relieve Tenant Lessee of its liabilities and obligations hereunder, all of which shall survive any such termination, repossession or reletting. Landlord In addition, the termination of this Lease shall not relieve Lessee of its liabilities and Tenant agree obligations hereunder that Landlord shall have no obligation are intended to mitigate Landlord’s damages under survive the termination of this Master Lease except ifLease, including, without limitation, the obligations set forth in this Section 16.3 and to the extentSections 16.5, required under applicable law23, 36.4 and 44.1.6. If any such termination of this Master Lease occurs (whether or not Landlord terminates Tenant’s right to possession of the Demised Premises)occurs, Tenant Lessee shall forthwith pay to Landlord Lessor all Rent due and payable under this Master Lease, to and including the date of such termination. Thereafter Tenant Thereafter, following any such termination, Lessee shall forthwith pay to LandlordLessor, at LandlordLessor’s option, as and for liquidated and agreed upon current damages for the occurrence of an Event of DefaultDefault by Lessee, either: (a) the sum of: (ia) the worth at the time of award of the 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; plustermination, (iib) the worth at the time of award of the amount of by which the unpaid Base Rent which would have been earned after termination until the time of award; plusaward exceeds the amount of such rental loss that Lessee proves could have been reasonably avoided, (iiic) the worth at the time of award of the amount of by which the unpaid Base Rent for the balance of the Term after the time of award; award exceeds the amount of such rental loss that Lessee proves could be reasonably avoided, plus (ivd) any other amount necessary to compensate Landlord Lessor for all the detriment proximately caused by TenantLessee’s failure to perform its obligations under this Master Lease or which in the ordinary course of business might things would be likely to result therefrom, including all unpaid Additional Charges at the time of Termination and all Additional Charges which might have accrued for the balance of the Term, and all reasonable costs and expenses of reletting the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary to secure new tenants for the Demised Premises. As used in the foregoing clauses (i), (iia) and (iii)b) above, the “worth at the time of award” shall be computed by allowing interest at the Overdue Rate from the date when due to the date paidRate. As used in Section 13.3(a)(iii)clause (c) 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 San Francisco at the time of award plus one percent One Percent (1%); or (b) regardless of whether Landlord chooses . Alternatively, if Lessor does not elect to terminate Tenantthis Lease, then Lessee shall pay to Lessor, at Lessor’s option, as and for agreed damages for such Event of Default without termination of Lessee’s right to possession of the Demised Premises (whether Leased Property and any Capital Additions or not Landlord terminates the Master Lease)any portion thereof, each installment of said Rent and other sums payable by Tenant Lessee to Landlord Lessor under this Master Lease as the same becomes due and payable, together with interest at the Overdue Rate from the date when due until paid, and Landlord Lessor may enforce, by action or otherwise, any other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the Demised Premises and seek damages under subparagraph (a) hereof, to the extent not already paid for by Tenant under this subparagraph (b)Lease.

Damages. (a) None of (i) the termination of this Master Lease, (ii) the repossession of the Demised PremisesLeased Property (including any Capital Improvements to the Facility), (iii) the failure of Landlord to relet the Demised Premises Leased Property or any portion thereof, (iv) the reletting of all or any portion of the Demised PremisesLeased 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 except ifLease, and Tenant hereby waives any duty of Landlord to mitigate damages under any Legal Requirements to the extent, required under applicable lawfull extent that such duty may be waived. If any such termination of this Master Lease occurs (whether or not Landlord terminates Tenant’s right to possession of the Demised PremisesLeased Property), Tenant shall forthwith pay to Landlord all Rent due and payable under this Master Lease, Lease to and including the date of such terminationtermination (together with interest thereon at the Overdue Rate from the date the applicable amount was due). Thereafter Thereafter, Tenant shall forthwith pay to Landlord, at Landlord’s option, as and for liquidated and agreed upon current damages for the occurrence of an Event of Default, either: (aA) the sum of: (i) the worth at the time of award of the 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; plus16.3; (ii) the worth at the time of award of the amount of by which the unpaid Base Rent which would have been earned after termination until the time of award; plusaward exceeds the amount of such rental loss that Tenant proves was in fact avoided or could have been reasonably avoided; (iii) the worth at the time of award of the amount of by which the unpaid Base Rent for the balance of the Term after the time of awardaward exceeds the amount of such rental loss that Tenant proves was in fact avoided or 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 business might things would be likely to result therefrom; provided, including all unpaid Additional Charges at the time of Termination and all Additional Charges which might have accrued however, no compensation shall be due for the balance consequential damages or diminution in value of the TermLand or the buildings resulting from the Event of Default; provided, further, that Tenant shall be responsible for consequential damages resulting solely from Tenant’s holding over and remaining in all reasonable costs or any portion of the Leased Property following the expiration or earlier termination of this Lease and expenses of reletting first accruing after the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary to secure new tenants for the Demised Premisesdate that is six (6) months following such termination. As used in the foregoing clauses (i), ) and (ii) and (iii)above, the “worth at the time of award” shall be computed by allowing interest at the Overdue Rate from the date when due to the date paidRate. As used in Section 13.3(a)(iii)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. or (bB) regardless of whether if Landlord chooses not to terminate Tenant’s right to possession of the Demised Premises Leased Property (whether or not Landlord terminates the Master Lease), each installment of said Rent and other sums payable by Tenant to Landlord under this Master Lease as the same becomes due and payable, together with interest at the Overdue Rate from the date when due until paid, and Landlord may enforce, by action or otherwise, any other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the Demised Premises Leased Property and seek damages under subparagraph (aA) hereof, to the extent not already paid for by Tenant under this subparagraph (bB)). (b) If, as of the date of any termination of this Lease pursuant to Section 16.2, the Leased Property shall not be in the condition in which Tenant has agreed to surrender the same to Landlord at the expiration or earlier termination of this Lease pursuant to Section 9.1(d), then Tenant shall be obligated to place the Leased Property in the condition in which Tenant is required to surrender the same hereunder; provided that if the Tenant does not do so in a time period necessary and practicable to accomplish the foregoing, then Tenant shall pay, as damages therefor, the cost (as reasonably estimated by a nationally recognized independent contractor reasonably selected by Landlord) of placing the Leased Property in the condition in which Tenant is required to surrender the same hereunder.

Damages. None of (i) the Notwithstanding termination of this Master LeaseLease and reentry by Landlord pursuant to Section 18, (ii) the repossession of the Demised Premises, (iii) the failure of Landlord to relet the Demised Premises or any portion thereof, (iv) the reletting of all or any portion of the 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 be entitled 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 recover from 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 and for liquidated and agreed upon current damages for the occurrence of an Event of Default, either: (a) the sum of: (i) the 19.4.1 The worth at the time of an award (including interest at the rate set forth in Section 33.8), of the any unpaid Base Rent rent which had been earned at by Landlord prior to the time of termination to the extent not previously paid by Tenant under this Section 13.3termination; plusplus [*CONFIDENTIAL TREATMENT HAS BEEN REQUESTED AS TO CERTAIN PORTIONS OF THIS DOCUMENT. EACH SUCH PORTION, WHICH HAS BEEN OMITTED HEREIN AND REPLACED WITH A SERIES OF THREE ASTERISKS IN BRACKETS [***], HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.] (ii) the 19.4.2 The worth at the time of an award (including interest at the rate set forth in Section 33.8), of the amount of by which the unpaid Base Rent rent which would have been earned after termination until the time of awardan award exceeds the amount of loss of rent that Tenant proves could have been reasonably avoided; plus (iii) the 19.4.3 The worth at the time of an award of the amount of by which the unpaid Base Rent rent and additional rent for the balance of the Term after term of this Lease (as extended, if at all prior to termination) exceeds the amount of such loss of rent and additional rent that Tenant proves could have been reasonably avoided (including interest at the rate set forth in Section 33.8 from the date of the award until paid). Such worth of 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 Master Lease or which in the ordinary course of business might result therefrom, including all unpaid Additional Charges at the time of Termination and all Additional Charges which might have accrued for the balance of the Term, and all reasonable costs and expenses of reletting the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary to secure new tenants for the Demised Premises. As used in the foregoing clauses (i), (ii) and (iii), the “worth at the time of award” award shall be 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 the Federal Reserve Bank of New York San Francisco, or successor Federal Reserve Bank, on the date of termination; plus 19.4.4 The unamortized amount, over the initial Term, of any abated rent at the time of award plus one percent (1%); or (b) regardless of whether Landlord chooses to terminate Tenant’s right to possession commencement of the Demised Premises (whether or not Landlord terminates Term and the Master Lease), each installment of said Rent unamortized Allowance plus brokers commissions and other sums payable costs incurred by Tenant Landlord in connection with this Lease; plus 19.4.5 Any other amount necessary to compensate Landlord for all the damage proximately caused by Tenant's failure to perform Tenant's obligations under this Master Lease as or which in the same becomes due and payable, together with interest at the Overdue Rate from the date when due until paid, and Landlord may enforce, by action or otherwise, any other term or covenant ordinary course of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right things would be likely to possession of the Demised Premises and seek damages under subparagraph (a) hereof, to the extent not already paid for by Tenant under this subparagraph (b)result therefrom.

Damages. None of Neither (i) the termination of this Master LeaseLease pursuant to Section 16.1, (ii) the repossession of the Demised Premises, Leased Property; (iii) the failure of Landlord Lessor, notwithstanding reasonable good faith efforts, to relet the Demised Premises or any portion thereof, Leased Property; nor (iv) the reletting of all or any portion of the Demised Premises, or (v) the inability of Landlord to collect or receive any rentals due upon any such relettingthereof, shall relieve Tenant Lessee of its liabilities liability and obligations hereunder, all of which shall survive any such termination, repossession or relettingreletting (except for proceeds received on subletting). Landlord and Tenant agree that Landlord shall have no obligation to mitigate Landlord’s damages under this Master Lease except if, and to In the extent, required under applicable law. If event of any such termination of this Master Lease occurs (whether or not Landlord terminates Tenant’s right to possession of the Demised Premises)termination, Tenant Lessee shall forthwith pay to Landlord Lessor all Rent due and payable under this Master Lease, with respect to the Leased Property to and including the date of such termination. (a) Lessor shall not be deemed to have terminated this Lease unless Lessor delivers written Notice to Lessee of such election. Thereafter Tenant shall forthwith pay If Lessee voluntarily elects to Landlord, at Landlord’s option, as and for liquidated and agreed terminate this Lease upon current damages for the occurrence of an Event of Default, either: (a) 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 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; plustermination; (ii) the worth at the time of award of the amount of by which the unpaid Base Rent which would have been earned after termination until the time of award; plusaward 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 of by which the unpaid Base Rent for the balance of the Term after the time of awardaward exceeds the amount of such rental loss that Lessee proves could be reasonably avoided; plusand (iv) any other amount necessary to compensate Landlord Lessor for all the detriment proximately caused by Tenant’s Lessee's failure to perform its obligations under this Master Lease or which in the ordinary course of business might things would be likely to result therefrom, including all unpaid Additional Charges at the time of Termination and all Additional Charges which might have accrued for the balance of the Term, and all reasonable costs and expenses of reletting the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary to secure new tenants for the Demised Premises. As used in the foregoing clauses (i), (ii) and (iii), the “The "worth at the time of award” shall be " of the amounts referred to in subparagraphs (i) and (ii) above is computed by allowing interest at the Overdue Rate from the date when due to the date paidRate. As used in Section 13.3(a)(iii), the “The worth at the time of award” shall be award of the amount referred to in subparagraph (iii) is computed by discounting such amount at the discount rate of the Federal Reserve Bank of New York San Francisco at the time of award plus one percent (1%); or (b) regardless of whether Landlord chooses to terminate Tenant’s right to possession of the Demised Premises (whether or not Landlord terminates the Master Lease), each installment of said Rent and other sums payable by Tenant to Landlord under this Master Lease as the same becomes due and payable, together with interest at the Overdue Rate from the date when due until paid, and Landlord may enforce, by action or otherwise, any other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the Demised Premises and seek damages under subparagraph (a) hereof, to the extent not already paid for by Tenant under this subparagraph (b).

Damages. None of Neither (i) the termination of this Master LeaseLease pursuant to Section 16.1, (ii) the repossession of the Demised PremisesLeased Properties, (iii) the failure of Landlord Lessor to relet the Demised Premises or any portion thereofLeased Properties, (iv) the reletting of all or any portion of any of the Demised PremisesLeased Properties, or nor (v) the inability of Landlord Lessor to collect or receive any rentals due upon any such reletting, shall relieve Tenant Lessee of its liabilities liability and obligations hereunder, all of which shall survive any such termination, repossession or reletting. Landlord and Tenant agree that Landlord In the event of any termination, Lessee shall have no obligation be liable for the payment to mitigate Landlord’s damages under this Master Lease except if, and to the extent, required under applicable law. If any such termination Lessor 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 the termination. Thereafter Tenant shall forthwith pay , including without limitation all interest and late charges payable under Section 3.4 hereof and thereafter for the payment to Landlord, Lessor at Landlord’s Lessor's option, as and for liquidated and agreed upon current damages for the occurrence of an Event of Defaultsuch default, either: (a1) the sum of: (ia) the worth at the time of award of the unpaid Base Rent and Additional Charges which had been earned at the time of termination to the extent not previously paid by Tenant under this Section 13.3; plustermination, (iib) the worth at the time of award of the amount of by which the unpaid Base Rent and Additional Charges which would have been earned after termination until the time of award; plusaward exceeds the amount of the rental loss that Lessee proves was avoided or could have been reasonably avoided, (iiic) the worth at the time of award of the amount of by which the unpaid Base Rent and Additional Charges for the balance of the Term after the time of award; plusaward exceeds the amount of such rental loss that Lessee proves could be avoided, and (ivd) the Deferred Base Rent which is due and owing at the time of the award, and (e) any other amount necessary to compensate Landlord Lessor for all the detriment proximately caused by Tenant’s Lessee's failure to perform its obligations under this Master the terminated Lease or which in the ordinary course of business might things would be likely to result therefrom, including all unpaid Additional Charges at . In making the time of Termination and all Additional Charges which might have accrued for the balance of the Term, and all reasonable costs and expenses of reletting the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary to secure new tenants for the Demised Premises. As used in the foregoing clauses (i), (ii) and (iii)above determinations, the “"worth at the time of award” " shall be computed by allowing interest determined using the lowest rate of capitalization (highest present worth) applicable at the Overdue Rate from time of the date when due to determination and allowed by applicable laws of the date paidState. As used in Section 13.3(a)(iii)If the laws of the State do not provide for a rate of capitalization, then the “worth at the time of award” award shall be computed by discounting such amount at the discount rate of the Federal Reserve Bank of New York Discount rate for the State, applicable at the time of award the award, plus one percent (1%); or. Lessor's net income from its operation of the Leased Property, if any, shall be included in the determination of amounts of rental loss that Lessee proves could reasonably be or were avoided. OR (b2) regardless without termination of whether Landlord chooses to terminate Tenant’s Lessee's right to possession of the Demised Premises (whether or not Landlord terminates the Master Lease)Leased Property, each installment of said the Rent and other sums payable by Tenant Lessee to Landlord under this Master Lease Lessor as the same becomes due and payable, together with which Rent and other sums shall bear interest at the Overdue Rate maximum annual rate permitted by the law of the State from the date when due until paid, and Landlord Lessor may enforce, by action or otherwise, any other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the Demised Premises and seek damages under subparagraph (a) hereof, to the extent not already paid for by Tenant under this subparagraph (b)Lease.

Damages. None of (i) the termination of this Master Lease, (ii) the repossession of the Demised Premises, (iii) the failure of Landlord to relet the Demised Premises or any portion thereof, (iv) the reletting of all or any portion of the Demised Premises, or (v) the inability of Landlord to collect or receive any rentals due upon any such reletting, following events shall relieve Tenant of its liabilities liability 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 : (a) the extent, required under applicable law. If any such termination of this Master Lease occurs pursuant to Section 17.1, (whether or not Landlord terminates Tenant’s right to possession b) the repossession of the Demised Premises)Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the 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. In the event of any such termination, Tenant shall forthwith pay to Landlord all Rent due and payable under this Master Leasewith respect to the Property to, to and including including, the date of such termination. Thereafter Thereafter, Tenant shall forthwith pay to Landlord, at Landlord’s 's option, as and for liquidated and agreed upon current damages for the occurrence of an Event of DefaultTenant's default, and not as a penalty, either: (a) the sum of: (i) the worth at the time of award of the 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; plustermination, (ii) the worth at the time of award of the amount of by which the unpaid Base Rent which would have been earned after termination until the time of award; plusaward exceeds the amount of such unpaid Rent that Tenant proves could have been reasonably avoided, and (iii) the worth at the time of award of the amount of by which the unpaid Base Rent for the balance of the Term after the time of award; plus (iv) any other award exceeds the amount necessary to compensate Landlord for of such unpaid Rent that Tenant proves could be reasonably avoided. In making the detriment proximately caused by Tenant’s failure to perform its obligations under this Master Lease or which in the ordinary course of business might result therefrom, including all unpaid Additional Charges at the time of Termination and all Additional Charges which might have accrued for the balance of the Term, and all reasonable costs and expenses of reletting the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary to secure new tenants for the Demised Premises. As used in the foregoing clauses (i), (ii) and (iii)above determinations, the “"worth at the time of the award” " in subsections (i) and (ii) shall be computed determined by allowing the court having jurisdiction thereof including interest at the Overdue Rate from and the date when due to the date paid. As used in Section 13.3(a)(iii), the “"worth at the time of the award” " in subsection (iii) shall be computed determined by discounting such amount at the court having jurisdiction thereof using a discount rate equal to the discount rate of the Federal Reserve Bank of New York San Francisco at the time of the award plus one percent (1%)) and the Percentage Rent shall be deemed to be the same as for the then-current Fiscal Year or, if not determinable, the immediately preceding Fiscal Year, for the remainder of the Term, or such other amount as either party shall prove reasonably could have been earned during the remainder of the Term or any portion thereof; or (b) regardless without termination of whether Landlord chooses to terminate Tenant’s 's right to possession of the Demised Premises (whether or not Landlord terminates the Master Lease)Property, each installment of said Rent and other sums payable by Tenant to Landlord under this Master the Lease as the same becomes due and payable, together with which Rent and other sums shall bear interest at the Overdue Rate from the date when due until paid, and Landlord may enforce, by action or otherwise, any other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the Demised Premises and seek damages under subparagraph (a) hereof, to the extent not already paid for by Tenant under this subparagraph (b)Lease.

Damages. None of (ia) the termination of this Master LeaseLease pursuant to Section 16.2, (iib) the eviction of Lessee or the repossession of the Demised PremisesLeased Property, (iiic) the inability after reasonable diligence of Lessor, notwithstanding reasonable good faith efforts, to relet the Leased Property, (d) the reletting of the Leased Property or (e) the failure of Landlord to relet the Demised Premises or any portion thereof, (iv) the reletting of all or any portion of the Demised Premises, or (v) the inability of Landlord Lessor to collect or receive any rentals due upon any such reletting, shall relieve Tenant Lessee of its liabilities liability 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 In any such termination of this Master Lease occurs (whether or not Landlord terminates Tenant’s right to possession of the Demised Premises)event, Tenant Lessee shall forthwith pay to Landlord Lessor all Rent due and payable under this Master Lease, with respect to the Leased Property to and including the date of such termination, repossession or eviction. Thereafter Tenant Thereafter, Lessee shall forthwith pay to LandlordLessor, at Landlord’s Lessor's option, as and for liquidated and agreed upon current damages for the occurrence of an Event of Default, either: (a) the sum of: (i) the worth 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 time of award of the unpaid Base Rent which had been earned at the time of termination Overdue Rate to the extent not previously paid by Tenant under this Section 13.3; plus date of payment, plus (iiy) the worth at (calculated in the time of award manner stated below) of the amount of unpaid Base Rent by which would have been earned after termination until the 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 later to occur of award; plus the termination, repossession or eviction exceeds the fair market rental value of the Leased Property for the balance of the Term, plus (ivz) any other amount necessary to compensate Landlord Lessor for the detriment all damage proximately caused by Tenant’s Lessee's failure to perform its obligations under this Master the Lease Obligations or which in the ordinary course would be likely to result therefrom and less the amount of business might result therefrom, including all unpaid Additional Charges at rent that has actually been received by Lessor following the time termination of Termination and all Additional Charges this Lease from a Person other than an Affiliate of Lessor (which might have accrued for purposes hereof shall include the balance net income received by Lessor or an Affiliate of Lessor from its own operation of the Term, and all reasonable costs and expenses of reletting the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary to secure new tenants for the Demised Premises. As used Leased Property in the foregoing clauses (i), (ii) and (iii), event it elects to resume operation thereof in lieu of hiring a third party manager or re-letting the “worth at the time of award” shall be 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 the Federal Reserve Bank of New York at the time of award plus one percent (1%Leased Property); or (bii) regardless each payment of whether Landlord chooses to terminate Tenant’s right to possession of the Demised Premises (whether or not Landlord terminates the Master Lease), each installment of said Rent and other sums payable by Tenant to Landlord under this Master Lease as the same becomes would have become due and payablepayable if Lessee's right of possession or other rights under this Lease had not been terminated, together with or if Lessee had not been evicted, or if the Leased Property had not been repossessed which Rent, to the extent permitted by law, shall bear interest at the Overdue Rate from the date when due until the date paid, and Landlord Lessor may enforce, by action or otherwise, any other term or covenant of this Master Lease Lease. There shall be credited against Lessee's obligation under this Clause (and Landlord ii) amounts actually collected by Lessor from another tenant to whom the Leased Property may at any time thereafter terminate Tenant’s right to possession have actually been leased or, if Lessor is operating the Leased Property for its own account, the actual Cash Flow of the Demised Premises and seek damages under Leased Property. In making the determinations described in subparagraph (ai) hereofabove, the "worth" of unpaid Rent shall be determined by a court having jurisdiction thereof using the lowest rate of capitalization (highest present worth) reasonably applicable at the time of such determination and allowed by applicable law and the Additional Rent shall be deemed to be the extent not already paid same as the average Additional Rent of the preceding five (5) full calendar years, or if shorter, the average Additional Rent for by Tenant under this subparagraph (b)the calendar years or portions thereof since the date that Additional Rent commenced to accrue or such other amount as either party shall prove reasonably could have been earned during the remainder of the Term or any portion thereof.

Damages. None of (ia) the termination of this Master LeaseLease pursuant to ------- Section 16.1, (iib) the repossession of the Demised PremisesLeased Property, (iiic) the failure of Landlord ------------ Landlord, notwithstanding reasonable good faith efforts, to relet the Demised Premises or any portion thereofLeased Property, (ivd) the reletting of all or any portion of the Demised Premisesthereof, or not (ve) the inability failure of Landlord to collect or receive any rentals due upon any such reletting, shall relieve Tenant of its liabilities liability and obligations hereunder, all of which shall survive any such termination, repossession or reletting. Landlord and Tenant agree ; provided that Landlord shall have no obligation use reasonable efforts to mitigate Landlord’s its damages under this Master Lease except if, and to hereunder. In the extent, required under applicable law. If event of any such termination of this Master Lease occurs (whether or not Landlord terminates Tenant’s right to possession of the Demised Premises)termination, Tenant shall forthwith pay to Landlord all Rent due and payable under this Master Leasewith respect to the Leased Property to, to and including including, the date of such termination. Thereafter Thereafter, Tenant shall forthwith pay to Landlord, at Landlord’s 's option, as and for liquidated and agreed upon current damages for the occurrence of an Event of DefaultTenant's default, either: (a) the sum of: (i) the worth at the time of award of the 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; plustermination, (ii) the worth at the time of award of the amount of by which the unpaid Base Rent which would have been earned after termination until the time of award; plusaward 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 of by which the unpaid Base Rent for the balance of the Term after the time of award; plusaward exceeds the amount of such rental loss that Tenant proves could be reasonably avoided, and (iv) any other amount necessary to compensate Landlord for all the detriment proximately caused by Tenant’s 's failure to perform its obligations under this Master Lease or which in the ordinary course of business might things would be likely to result therefrom. Fiscal Year, including all unpaid Additional Charges at the time of Termination and all Additional Charges which might have accrued for the balance remainder of the Term, and all reasonable costs and expenses of reletting or such other amount as either party shall prove reasonably could have been earned during the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary to secure new tenants for the Demised Premises. As used in the foregoing clauses (i), (ii) and (iii), the “worth at the time of award” shall be 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 remainder of the Federal Reserve Bank of New York at the time of award plus one percent (1%)Term or any portion thereof; or (b) regardless without termination of whether Landlord chooses to terminate Tenant’s 's right to possession of the Demised Premises (whether or not Landlord terminates the Master Lease)Leased Property, each installment of said Rent and other sums payable by Tenant to Landlord under this Master the Lease as the same becomes due and payable, together with which Rent and other sums shall bear interest at the Overdue Rate from the date when due until paid, and Landlord may enforce, by action or otherwise, any other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the Demised Premises and seek damages under subparagraph (a) hereof, to the extent not already paid for by Tenant under this subparagraph (b)Lease.

Damages. None of (i) the termination of this Master Lease, (ii) the repossession of the Demised PremisesLeased Property (including any Capital Improvements to any Facility), (iii) the failure of Landlord to relet the Demised Premises Leased Property or any portion thereof, (iv) the reletting of all or any portion of the Demised PremisesLeased 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 except if, and to the extent, required under applicable lawXxxxx. If any such termination of this Master Lease occurs (whether or not Landlord terminates Tenant’s right to possession of the Demised PremisesLeased Property), Tenant shall forthwith pay to Landlord all Rent due and payable under this Master Lease, Lease to and including the date of such termination. Thereafter Thereafter: Tenant shall forthwith pay to Landlord, at Landlord’s option, as and for liquidated and agreed upon current damages for the occurrence of an Event of Default, either: : (aA) the sum of: : (i) the worth at the time of award of the unpaid Base Rent which had been earned at the time of termination to the extent not previously paid by Tenant under this Section 13.316.3; plus (ii) the worth at the time of award of the amount of by which the unpaid Base Rent which would have been earned after termination until the time of awardaward exceeds the amount of such rental loss that Tenant proves was in fact avoided or could have been reasonably avoided; plus (iii) the worth at the time of award of the amount of by which the unpaid Base Rent for the balance of the Term after the time of awardaward exceeds the amount of such rental loss that Tenant proves was in fact avoided or could be reasonably avoided; plus plus (iv) any other amount necessary to compensate Landlord for all the detriment proximately caused by TenantXxxxxx’s failure to perform its obligations under this Master Lease or which in the ordinary course of business might things would be likely to result therefrom; provided, including all unpaid Additional Charges at the time of Termination and all Additional Charges which might have accrued however, no compensation shall be due for the balance consequential damages or diminution in value of the TermLand or the Buildings resulting from the Event of Default; provided, and all reasonable costs and expenses of reletting the Demised Premisesfurther, including, but not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary to secure new tenants for the Demised Premises. As used in the foregoing clauses (i), (ii) and (iii), the “worth at the time of award” that Tenant shall be computed by allowing interest at the Overdue Rate responsible for consequential damages resulting solely from the date when due to the date paid. As used Tenant’s holding over and remaining in Section 13.3(a)(iii), the “worth at the time of award” shall be computed by discounting such amount at the discount rate all or any portion of the Federal Reserve Bank of New York at the time of award plus one percent (1%); or (b) regardless of whether Landlord chooses to terminate Tenant’s right to possession of the Demised Premises (whether or not Landlord terminates the Master Lease), each installment of said Rent and other sums payable by Tenant to Landlord under this Master Lease as the same becomes due and payable, together with interest at the Overdue Rate from the date when due until paid, and Landlord may enforce, by action or otherwise, any other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the Demised Premises and seek damages under subparagraph (a) hereof, to the extent not already paid for by Tenant under this subparagraph (b).Leased Property 60 ACTIVE/103726432.5 US-DOCS\116344257.8

Damages. None 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 obligation of Tenant, Tenant covenants to pay forthwith to Landlord, as compensation, the excess of the total rent reserved for the residue of the Term over the rental value of the Premises for said 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 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 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 any amount paid to Landlord as compensation as in this Section 7.2 provided and also with the net proceeds of any rent obtained by Landlord by reletting the Premises, after deducting all Landlord's expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting, it being agreed by Tenant that Landlord may (i) relet the termination 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 this Master Lease, 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 repossession of the Demised Premises, (iii) the failure of Premises as Landlord in its sole judgment considers advisable or necessary to relet the Demised Premises 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 portion thereof, (iv) the reletting other damages or indemnity and in lieu of full recovery by Landlord of all or sums payable under all the foregoing provisions of this Section 7.2, Landlord may by written notice to Tenant, at any portion time after this Lease is terminated under any of the Demised Premisesprovisions contained in Section 7.1 or is otherwise terminated for breach of any obligation of Tenant and before such full recovery, or (v) the inability of Landlord elect to collect or receive any rentals due upon any such relettingrecover, 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 ifthereupon pay, and as liquidated damages, an amount equal to the extentaggregate of the Annual Fixed Rent and additional rent accrued under Section 2.5, required under applicable law. If any 2.6 and 2.7 in the 12 months ended next following such termination plus the amount of this Master Lease occurs (whether or not Landlord terminates Tenant’s right to possession Annual Fixed Rent and additional rent of the Demised Premises), Tenant shall forthwith pay to Landlord all Rent due any kind accrued 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 and for liquidated and agreed upon current damages for the occurrence of an Event of Default, either: (a) the sum of: (i) the worth at the time of award of the unpaid Base Rent which had been earned 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 extent not previously paid 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 Tenant under reason of the termination of this Section 13.3; plus (ii) Lease, an amount equal to the worth maximum allowed by any statute or rule of law in effect at the time of award of when, and governing the proceedings in which, the damages are to be proved, whether or not the amount of unpaid Base Rent which would have been earned after termination until the time of award; plus (iii) the worth at the time of award of be greater, equal to, or less than the amount of the unpaid Base Rent for the balance of the Term after the time of award; plus (iv) any other amount necessary loss or damages referred to compensate Landlord for the detriment proximately caused by Tenant’s failure to perform its obligations under this Master Lease or which in the ordinary course of business might result therefrom, including all unpaid Additional Charges at the time of Termination and all Additional Charges which might have accrued for the balance of the Term, and all reasonable costs and expenses of reletting the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary to secure new tenants for the Demised Premises. As used in the foregoing clauses (i), (ii) and (iii), the “worth at the time of award” shall be 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 the Federal Reserve Bank of New York at the time of award plus one percent (1%); or (b) regardless of whether Landlord chooses to terminate Tenant’s right to possession of the Demised Premises (whether or not Landlord terminates the Master Lease), each installment of said Rent and other sums payable by Tenant to Landlord under this Master Lease as the same becomes due and payable, together with interest at the Overdue Rate from the date when due until paid, and Landlord may enforce, by action or otherwise, any other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the Demised Premises and seek damages under subparagraph (a) hereof, to the extent not already paid for by Tenant under this subparagraph (b)above.

Damages. None of (i) the termination of If this Master Lease, (ii) the repossession of the Demised Premises, (iii) the failure of Lease or Tenant's possessory interest pursuant thereto is terminated by Landlord pursuant to relet the Demised Premises or any portion thereof, (iv) the reletting of all or any portion of the 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)Article, Tenant nevertheless shall forthwith pay to Landlord remain liable for (a) all Rent and other sums due and payable under this Master Lease, all damages which Landlord sustained to and including the date of such termination, and all 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, if any, and/or in connection with renting the Premises to others from time to time (collectively, "Termination Damages") plus (b) additional damages which shall be an amount equal to (as of the date of such termination) all Rent which, but for the termination of this Lease, would have become due during the remainder of the term of this Lease (collectively, "Residual Damages"). Thereafter Tenant shall forthwith pay If this Lease or Tenant's possessory interest pursuant thereto is terminated pursuant to this Article, Landlord may rent the Premises or any part thereof, alone or together with other Premises, for such period or periods which may be greater or less than the period which otherwise would have constituted the balance of the term of this Lease, and on such terms and conditions (which may include concessions for free rent and alterations of the Premises) as Landlord, at Landlord’s optionin its reasonable discretion, as may determine. If Landlord relets the Premises, Landlord shall reimburse Tenant from any rent received prior to the end of what otherwise would have constituted the term of this Lease from such reletting (in an amount up to but not exceeding the Residual Damages) if and for liquidated when Landlord receives any such rent. All costs, including but not limited to reasonable attorneys' fees, incurred by Landlord in reletting the Premises and agreed upon current damages for the occurrence enforcing payment of an Event of Default, either: (a) the sum of: (i) the worth at the time of award of the unpaid Base Rent which had been earned at the time of termination any such rent shall be deducted from amounts otherwise reimbursable to Tenant hereunder to the extent not previously paid by Tenant recovered from such new tenant. Any and all rights and remedies which Landlord may have under this Section 13.3; plus (ii) the worth Lease, at law or in equity, shall be cumulative and shall not be deemed inconsistent with each other and any two or more or all of such rights and remedies may be exercised at the time of award of the amount of unpaid Base Rent which would have been earned after termination until the 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 Master Lease or which in the ordinary course of business might result therefrom, including all unpaid Additional Charges at the time of Termination and all Additional Charges which might have accrued for the balance of the Term, and all reasonable costs and expenses of reletting the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary to secure new tenants for the Demised Premises. As used in the foregoing clauses (i), (ii) and (iii), the “worth at the time of award” shall be 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 the Federal Reserve Bank of New York at the time of award plus one percent (1%); or (b) regardless of whether Landlord chooses to terminate Tenant’s right to possession of the Demised Premises (whether or not Landlord terminates the Master Lease), each installment of said Rent and other sums payable by Tenant to Landlord under this Master Lease as the same becomes due and payable, together with interest at the Overdue Rate from the date when due until paid, and Landlord may enforce, by action or otherwise, any other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the Demised Premises and seek damages under subparagraph (a) hereof, to the extent not already paid for by Tenant under this subparagraph (b)time.

Damages. None of (i) the termination of this Master Lease, (ii) the repossession of the Demised PremisesLeased Property (including any Capital Improvements) and the possession of Tenant’s Property, (iii) the failure of Landlord to relet the Demised Premises Leased Property or any portion thereof, (iv) the reletting of all or any portion of the Demised PremisesLeased 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 except if, and to the extent, required under applicable lawLease. If any such termination of this Master Lease occurs (whether or not Landlord terminates Tenant’s right to possession of the Demised PremisesLeased Property), Tenant shall forthwith pay to Landlord all Rent due and payable under this Master Lease, Lease to and including the date of such termination. Thereafter Thereafter: Tenant shall forthwith pay to Landlord, at Landlord’s option, as and for liquidated and agreed upon current damages for the occurrence of an Event of Default, either: (aA) the sum of: (i) the worth at the time of award of the 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; plus16.3; (ii) the worth at the time of award of the amount of by which the unpaid Base Rent which would have been earned after termination until the time of award; plusaward exceeds the amount of such rental loss that Tenant proves was in fact avoided or could have been reasonably avoided; (iii) the worth at the time of award of the amount of by which the unpaid Base Rent for the balance of the Term after the time of awardaward 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 TenantTxxxxx’s failure to perform its obligations under this Master Lease or which in the ordinary course of business might things would be likely to result therefrom, including all unpaid Additional Charges at the time of Termination and all Additional Charges which might have accrued for the balance of the Term, and all reasonable costs and expenses of reletting the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary to secure new tenants for the Demised Premises. As used in the foregoing clauses (i), ) and (ii) and (iii)above, the “worth at the time of award” shall be computed by allowing interest at the Overdue Rate from the date when due to the date paidRate. As used in Section 13.3(a)(iii)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 Txxxxx proves could be reasonably avoided. or (bB) regardless of whether if Landlord chooses not to terminate Tenant’s right to possession of the Demised Premises Leased Property (whether or not Landlord terminates the Master Lease), each installment of said Rent and other sums payable by Tenant to Landlord under this Master Lease as the same becomes due and payable, together with interest at the Overdue Rate from the date when due until paid, and Landlord may enforce, by action or otherwise, any other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate TenantTxxxxx’s right to possession of the Demised Premises Leased Property and seek damages under subparagraph (aA) hereof, to the extent not already paid for by Tenant under this subparagraph (bB)).

Damages. None of Neither (ia) the termination of this Master Lease, (iib) the repossession of the Demised PremisesLeased Property, (iiic) the failure of Landlord Lessor to relet the Demised Premises or any portion thereofLeased Property, nor (ivd) the reletting of all or any portion of the Demised Premises, or (v) the inability of Landlord to collect or receive any rentals due upon any such relettingthereof, shall relieve Tenant Lessee of its liabilities Lessee's liability 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 reletting to the extent, required under applicable maximum extent permitted by law. If In the event of any such termination of this Master Lease occurs (whether or not Landlord terminates Tenant’s right to possession of the Demised Premises)termination, Tenant Lessee shall forthwith pay to Landlord Lessor all Rent due and payable under this Master Lease, with respect to the Leased Property to and including the date of such termination. Thereafter Tenant In addition, Lessee shall forthwith pay to LandlordLessor, at Landlord’s Lessor's option, as and for liquidated and agreed upon current damages for the occurrence of an Event of DefaultLessee's default, either: (a1) Without termination of Lessee's right to possession of the Leased Property, each installment of Rent (including Percentage Rent as determined below) and other sums payable by Lessee to Lessor under this Lease as the same becomes due and payable, which Rent and other sums shall bear interest at the Overdue Rate from the date due until paid or otherwise discharged, and Lessor may enforce, by action or otherwise, any other term or covenant of this Lease; or (2) the sum of: (iA) the worth at the time of award of the 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; plustermination, repossession or reletting, and (iiB) the worth at the time of award termination, repossession or reletting of the amount of unpaid Base Rent by which would have been earned after termination until the 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; plustermination, repossession or reletting, exceeds the amount of such rental loss that Lessee proves could be reasonably avoided and as reduced for rentals received after the time of termination, repossession or reletting, if and to the extent required by applicable law, and (ivC) any other amount necessary to compensate Landlord Lessor for all the detriment proximately caused by Tenant’s Lessee's failure to perform its Lessee's obligations under this Master Lease or which in the ordinary course of business might things, would be likely to result therefrom, including all unpaid Additional Charges at the time of Termination and all Additional Charges which might have accrued for the balance of the Term, and all reasonable costs and expenses of reletting the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary to secure new tenants for the Demised Premises. As used in the foregoing clauses (i), (ii) and (iii), the “The worth at the time of award” shall be computed by allowing interest at termination, repossession or reletting of the Overdue Rate from the date when due amount referred to the date paid. As used in Section 13.3(a)(iii), the “worth at the time of award” shall be subparagraph (B) is computed by discounting such amount at the discount rate of the Federal Reserve Bank of New York San Francisco at the time of award plus one percent (1%); or (b) regardless of whether Landlord chooses to terminate Tenant’s right to possession of the Demised Premises (whether or not Landlord terminates the Master Lease), each installment of said Rent and other sums payable by Tenant to Landlord under this Master Lease as the same becomes due and payable, together with interest at the Overdue Rate from the date when due until paid, and Landlord may enforce, by action or otherwise, any other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the Demised Premises and seek damages under subparagraph (a) hereof, to the extent not already paid for by Tenant under this subparagraph (b).

Damages. None of (ia) the termination of this Master LeaseLease pursuant to Section 16.2, (iib) the eviction of the Lessee or the repossession of the Demised PremisesLeased Property, (iiic) 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 Landlord to relet the Demised Premises or any portion thereof, (iv) the reletting of all or any portion of the Demised Premises, or (v) the inability of Landlord Lessor to collect or receive any rentals due upon any such reletting, shall relieve Tenant the Lessee of its liabilities liability 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 In any such termination of this Master Lease occurs (whether or not Landlord terminates Tenant’s right to possession of event, the Demised Premises), Tenant Lessee shall forthwith pay to Landlord the Lessor all Rent due and payable under this Master Lease, with respect to the Leased Property to and including the date of such termination, repossession or eviction. Thereafter Tenant Thereafter, the Lessee shall forthwith pay to Landlordthe Lessor, at Landlord’s the Lessor's option, as and for liquidated and agreed upon current damages for the occurrence of an Event of Default, either: (a) the sum of: (i) the worth 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 time of award of the unpaid Base Rent which had been earned at the time of termination Overdue Rate to the extent not previously paid by Tenant under this Section 13.3; plus date of payment, plus (iiy) the worth at (calculated in the time of award manner stated below) of the amount of unpaid Base Rent by which would have been earned after termination until the 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 later to occur of award; plus the termination, repossession or eviction exceeds the fair market rental value of the Leased Property for the balance of the Term, plus (ivz) any other amount necessary to compensate Landlord the Lessor for the detriment all damage proximately caused by Tenant’s the Lessee's failure to perform its obligations under this Master the Lease Obligations or which in the ordinary course of business might would be likely to result therefrom, including all unpaid Additional Charges at the time of Termination and all Additional Charges which might have accrued for the balance of the Term, and all reasonable costs and expenses of reletting the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary to secure new tenants for the Demised Premises. As used in the foregoing clauses (i), (ii) and (iii), the “worth at the time of award” shall be 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 the Federal Reserve Bank of New York at the time of award plus one percent (1%); or (bii) regardless each payment of whether Landlord chooses to terminate Tenant’s right to possession of the Demised Premises (whether or not Landlord terminates the Master Lease), each installment of said Rent and other sums payable by Tenant to Landlord under this Master Lease as the same becomes would have become due and payablepayable if the Lessee's right of possession or other rights under this Lease had not been terminated, together with or if the Lessee had not been evicted, or if the Leased Property had not been repossessed which Rent, to the extent permitted by law, shall bear interest at the Overdue Rate from the date when due until the date paid, and Landlord the Lessor may enforce, by action or otherwise, any other term or covenant of this Master Lease Lease. There shall be credited against the Lessee's obligation under this clause (and Landlord ii) amounts actually collected by the Lessor from another tenant to whom the Leased Property may at any time thereafter terminate Tenant’s right to possession have actually been leased or, if the Lessor is operating the Leased Property for its own account, the actual net cash flow of the Demised Premises and seek damages under Leased Property. In making the determinations described in subparagraph (ai) hereofabove, to the extent not already paid for "worth" of unpaid Rent shall be determined by Tenant under this subparagraph a court having jurisdiction thereof using the lowest rate of capitalization (b)highest present worth) reasonably applicable at the time of such determination and allowed by applicable law.

Damages. None of (i) the The termination of this Master Lease, Lease with respect to any one or more of the Facilities; (ii) the repossession of the Demised Premises, Leased Property and any Capital Additions of any Facility; (iii) the failure of Landlord Lessor, notwithstanding reasonable good faith efforts, to relet the Demised Premises Leased Property or any portion thereof, ; (iv) the reletting of all or any portion of the Demised Premises, Leased Property; or (v) the failure or inability of Landlord Lessor to collect or receive any rentals due upon any such reletting, shall not relieve Tenant Lessee of its liabilities and obligations hereunder, all of which shall survive any such termination, repossession or reletting. Landlord In addition, the termination of this Lease with respect to any one or more of the Facilities shall not relieve Lessee of its liabilities and Tenant agree obligations hereunder with respect to such terminated Facility(ies) that Landlord shall have no obligation are intended to mitigate Landlord’s damages under survive the termination of this Master Lease except ifLease, including, without limitation, the obligations set forth in this Section 16.3 and to the extentSections 16.5, required under applicable law23.1, 37.4 and 45.1.8. If any such termination of this Master Lease occurs (whether or not Landlord terminates Tenant’s right to possession of the Demised Premises), Tenant occurs,Lessee shall forthwith pay to Landlord Lessor all Rent due and payable under this Master Lease, with respect to the Facility(ies) terminated to and including the date of such termination. Thereafter Tenant Thereafter, following any such termination, Lessee shall forthwith pay to LandlordLessor, at LandlordLessor’s option, as and for liquidated and agreed upon current damages for the occurrence of an Event of DefaultDefault by Lessee, either: (a) the sum of: (ia) the worth at the time of award of the unpaid Base Rent which had been earned at the time of termination with respect to the extent not previously paid by Tenant under this Section 13.3; plusterminated Facility(ies), (iib) the worth at the time of award of the amount of by which the unpaid Base Rent which would have been earned after termination with respect to the terminated Facility(ies) until the time of award; plusaward exceeds the amount of such rental loss that Lessee proves could have been reasonably avoided, (iiic) the worth at the time of award of the amount of by which the unpaid Base Rent for the balance of the Term for the terminated Facility(ies) after the time of award; award exceeds the amount of such rental loss that Lessee proves could be reasonably avoided, plus (ivd) any other amount necessary to compensate Landlord Lessor for all the detriment proximately caused by TenantLessee’s failure to perform its obligations under this Master Lease or which in the ordinary course of business might things would be likely to result therefrom, including all unpaid Additional Charges at the time of Termination and all Additional Charges which might have accrued for the balance of the Term, and all reasonable costs and expenses of reletting the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary to secure new tenants for the Demised Premises. As used in the foregoing clauses (i), a)and (ii) and (iii)b)above, the “worth at the time of award” shall be computed by allowing interest at the Overdue Rate from the date when due to the date paidRate. As used in Section 13.3(a)(iii)clause (c)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 San Francisco at the time of award plus one percent (1%); or (b) regardless of whether Landlord chooses . Alternatively, if Lessor does not elect to terminate Tenantthis Lease with respect to any Facility, then Lessee shall pay to Lessor, at Lessor’s option, as and for agreed damages for such Event of Default without termination of Lessee’s right to possession of the Demised Premises (whether Leased Property and any Capital Additions or not Landlord terminates the Master Lease)any portion thereof, each installment of said Rent and other sums payable by Tenant Lessee to Landlord Lessor under this Master the Lease as the same becomes due and payable, together with interest at the Overdue Rate from the date when due until paid, and Landlord Lessor may enforce, by action or otherwise, any other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the Demised Premises and seek damages under subparagraph (a) hereof, to the extent not already paid for by Tenant under this subparagraph (b)Lease.

Damages. None In the event of (i) the termination of this Master LeaseLease by Landlord pursuant to this Article 26, (ii) the repossession of the Demised PremisesLandlord may recover from Tenant, (iii) the failure of Landlord in addition to relet the Demised Premises or any portion thereof, (iv) the reletting of and all or any portion of the 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 other remedies permitted at 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 and for liquidated and agreed upon current damages for the occurrence of an Event of Default, either: (a1) the sum of: (i) the worth The worth, at the time of award the award, of the unpaid Base Monthly Rent, Additional Rent and all other amounts which had been earned payable at the time this Lease is terminated; plus (2) The worth, 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 award, Of the amount of unpaid Base by which the Unpaid Monthly Rent, Additional Rent and all other amounts which would have been earned payable after the date of termination of this Lease until the time of award; plus, exceeds the amount of the loss of rent that Tenant proves could have been reasonably avoided; (iii3) the worth The worth, at the time of award the award, of the amount of by which the unpaid Base Monthly Rent, Additional Rent and all other amounts payable for the balance of the Lease Term after the time of awardaward exceeds the amount of loss of rent for such period as the Tenant proves could have been reasonably avoided; plusand (iv4) any Any other amount amount, including without limitation attorney's fees and court costs, necessary to compensate Landlord for the all detriment proximately caused by Tenant’s failure to perform 's default of its obligations under this Master Lease Lease, or which in the ordinary course of business might events would be likely to result therefrom. The detriment proximately caused by Tenant's default will include, including all unpaid Additional Charges at without limitation,(i) expenses for cleaning, repairing or restoring the time of Termination and all Additional Charges which might have accrued Premises, (ii) expenses for altering, remodeling or otherwise improving the Premises for the balance purpose of reletting the Premises, (iii) brokers' fees and commissions (including any commissions paid in connection with this Lease or any relet of the TermPremises), and all reasonable advertising costs and other expenses of reletting the Demised Premises, (iv) costs of maintaining and carrying the Premises such as taxes, insurance premiums, utilities and security precautions,(v) expenses of retaking possession of the Premises, (vi) reasonable attorney's fees and court costs,(vii) reimbursement of any previously waived or deferred Monthly Rent, Additional Rent, free rent or reduced rent rate, and (viii) any concession made or paid by Landlord to or for the benefit of Tenant in consideration of this Lease including, but not limited to, all brokerageany moving allowances, advertising, repairs and other similar expenses reasonably necessary to secure new tenants contributions or payments by Landlord for tenant improvements or build-out allowances or assumptions by Landlord of any of the Demised PremisesTenant's previous lease obligations. As used in the foregoing clauses Article 26e.(I)and (i), (ii2) and (iii)above, the “"worth at the time of the award” " shall be computed by allowing interest at the Overdue Rate publicly announced prime rate of Bank of America Nevada, plus six percent (6*/*) per annum, from the date when due to of default through the date paidof the award. As used in Section 13.3(a)(iiiArticle 26e(3), the “"worth at the time of the award” " shall be computed by discounting such amount at the discount rate of the Federal Reserve Bank of New York San Francisco at the time of award the award, plus one percent (1%); or (b) regardless of whether Landlord chooses to terminate Tenant’s right to possession of the Demised Premises (whether or not Landlord terminates the Master Lease), each installment of said Rent and other sums payable by Tenant to Landlord under this Master Lease as the same becomes due and payable, together with interest at the Overdue Rate from the date when due until paid, and Landlord may enforce, by action or otherwise, any other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the Demised Premises and seek damages under subparagraph (a) hereof, to the extent not already paid for by Tenant under this subparagraph (b).

Damages. None of Neither (i) the termination of this Master LeaseLease pursuant to Section 16.1, (ii) the repossession of the Demised Premises, Leased Property; (iii) the failure of Landlord Lessor to relet the Demised Premises or any portion thereof, Leased Property; nor (iv) the reletting of all or any portion of the Demised Premises, or (v) the inability of Landlord to collect or receive any rentals due upon any such relettingthereof, shall relieve Tenant Lessee of its liabilities liability and obligations hereunder, all of which shall survive any such termination, repossession or relettingreletting (except for proceeds received on subletting). Landlord and Tenant agree that Landlord shall have no obligation to mitigate Landlord’s damages under this Master Lease except if, and to In the extent, required under applicable law. If event of any such termination of this Master Lease occurs (whether or not Landlord terminates Tenant’s right to possession of the Demised Premises)termination, Tenant Lessee shall forthwith pay to Landlord Lessor all Rent due and payable under this Master Lease, with respect to the Leased Property to and including the date of such termination. (a) Lessor shall not be deemed to have terminated this Lease unless Lessor delivers written Notice to Lessee of such election. Thereafter Tenant shall forthwith pay If Lessor voluntarily elects to Landlord, at Landlord’s option, as and for liquidated and agreed terminate this Lease upon current damages for the occurrence of an Event of Default, either: (a) 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 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; plustermination; (ii) the worth at the time of award of the amount of by which the unpaid Base Rent which would have been earned after termination until the time of award; plusaward 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 of by which the unpaid Base Rent for the balance of the Term after the time of awardaward exceeds the amount of such rental loss that Lessee proves could be reasonably avoided; plusand (iv) any other amount necessary to compensate Landlord Lessor for all the detriment proximately caused by Tenant’s Lessee's failure to perform its obligations under this Master Lease or which in the ordinary course of business might things would be likely to result therefrom, including all unpaid Additional Charges at the time of Termination and all Additional Charges which might have accrued for the balance of the Term, and all reasonable costs and expenses of reletting the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary to secure new tenants for the Demised Premises. As used in the foregoing clauses (i), (ii) and (iii), the “The "worth at the time of award” shall be " of the amounts referred to in subparagraphs (i) and (ii) above is computed by allowing interest at the Overdue Rate from the date when due to the date paidRate. As used in Section 13.3(a)(iii), the “The worth at the time of award” shall be award of the amount referred to in subparagraph (iii) is computed by discounting such amount at the discount rate of the Federal Reserve Bank of New York San Francisco at the time of award plus one percent (1%); or (b) regardless of whether Landlord chooses to terminate Tenant’s right to possession of the Demised Premises (whether or not Landlord terminates the Master Lease), each installment of said Rent and other sums payable by Tenant to Landlord under this Master Lease as the same becomes due and payable, together with interest at the Overdue Rate from the date when due until paid, and Landlord may enforce, by action or otherwise, any other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the Demised Premises and seek damages under subparagraph (a) hereof, to the extent not already paid for by Tenant under this subparagraph (b).

Damages. None In the event of a Lease Termination, then at the Tenant’s election, the Landlord covenants to pay to the Tenant forthwith on the Tenant’s demand, as compensation, an amount (the “Landlord Lump Sum Payment”) equal to the shortfall, if any, of the discounted present value (discounted at an annualized rate of three percent (3%)) of the total rent reserved for the remainder of the Term below the then discounted present fair rental value of the Premises for the remainder of the Term, which latter amount is in no event to be greater than the base rent paid for Tenant’s new replacement space. In calculating the rent reserved, the Annual Fixed Rent and Additional Rent shall be included, but amounts expended and to be expended by Tenant in connection with (i) leasing and improving the termination of this Master LeasePremises, as then not yet amortized over the Initial Term, and (ii) Tenant locating, leasing, improving and moving into alternative premises (the repossession “Replacement Premises”), and paying rent therefor for the remainder of the Demised Premisesoriginal Term, shall be deducted. Without in anyway limiting the foregoing and in addition thereto, in the event of a Lease Termination, then at the Tenant’s election, the Landlord shall pay punctually to the Tenant all the sums expended by Tenant in connection with Tenant locating, leasing, improving and moving into the Replacement Premises (iii) “Landlord Periodic Payments”), and paying rent therefor for the failure of Landlord to relet the Demised Premises or any portion thereof, (iv) the reletting of all or any portion remainder of the Demised Premisesoriginal Term. In calculating the amounts to be paid by the Landlord under the foregoing covenant, 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 and for liquidated and agreed upon current damages for the occurrence of an Event of Default, either: (a) the sum of: (i) the worth at the time of award of the 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 unpaid Base Rent which would have been earned after termination until the time of award; plus (iii) the worth at the time of award of be credited with the amount of the unpaid Base Rent Landlord Lump Sum Payment allocable to the specific Landlord Periodic Payment. The costs of Tenant locating, leasing, improving and moving into the Replacement Premises shall include, without limitation, all moving costs, brokerage commissions, reasonable fees for legal services and Tenant’s expenses of improving the Replacement Premises for Tenant’s tenancy. Xxxx X. Xxxxxx, an individual and Xxxxx X. Xxxxxx, III, an individual (individually and collectively, “Landlord Guarantor”) shall guaranty Landlord’s obligations hereunder in the event of a Lease Termination, in an aggregate amount not to exceed One Million and no/100 Dollars ($1,000,000.00), and as a condition hereof shall execute and deliver that certain Guaranty Agreement attached hereto and incorporated herein as Exhibit L (the “Landlord Guaranty”) hereto. The Landlord Guaranty shall cease to be effective and shall be terminated if and when Master Landlord agrees in a binding written agreement that if the Master Lease were to be terminated it will assume this Lease otherwise unmodified as a direct lease between Master Landlord, as landlord, and Tenant, as tenant, and executes documentation to such effect reasonably satisfactory to Tenant. In the event that the Landlord sells its rights in the Master Lease to a third party Landlord Guarantor may be released from the Landlord Guaranty if a replacement guaranty in form and substance reasonably acceptable to Tenant is executed and delivered to Tenant by replacement guarantors acceptable to Tenant in its sole and absolute discretion. The Tenant may lease the Replacement Premises for a term or terms which may, at the Tenant’s option, exceed or be equal to or less than the period which would otherwise have constituted the balance of the Term after original Tenn, the time size of award; plus (iv) any other amount the Replacement Premises may be larger or smaller than the Premises, and Tenant may pay such amounts as the Tenant considers necessary to compensate Landlord for locate, lease and move into the detriment proximately caused by Tenant’s failure to perform its obligations under this Master Lease or which in the ordinary course of business might result therefrom, including all unpaid Additional Charges at the time of Termination Replacement Premises and all Additional Charges which might have accrued for the balance of the Term, and all reasonable costs and expenses of reletting the Demised Premises, including, but not limited to, all brokerage, advertisingmake such alterations, repairs and other similar expenses reasonably improvements in the Replacement Premises as the Tenant considers necessary to secure new tenants for lease the Demised Premisessame. As used Tenant shall use reasonable efforts to mitigate its damages in the foregoing clauses (i), (ii) and (iii), the “worth at the time event of award” shall be 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 the Federal Reserve Bank of New York at the time of award plus one percent (1%); or (b) regardless of whether Landlord chooses to terminate Tenant’s right to possession of the Demised Premises (whether or not Landlord terminates the Master Lease), each installment of said Rent and other sums payable by Tenant to Landlord under this Master Lease as the same becomes due and payable, together with interest at the Overdue Rate from the date when due until paid, and Landlord may enforce, by action or otherwise, any other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the Demised Premises and seek damages under subparagraph (a) hereof, to the extent not already paid for by Tenant under this subparagraph (b)a termination pursuant hereto.

Damages. None (a) The Employee acknowledges that the continuity of existing management, including the Employee, following completion of the Acquisition was a critical factor in FCN's assessment of the likely benefits to be derived from the Acquisition and that the willingness of the senior Employees, including the Employee, to enter into employment agreements such as this was a material inducement to proceed with the Acquisition. The Employee also acknowledges that, if the Employee's employment hereunder is terminated prior to the end of the Employment Period by the Employee voluntarily and not for reasons attributable either to (i) the termination Company's failure to comply with the terms of this Master Lease, Agreement or (ii) such Employee's death or Disability (a "Voluntary Quit"), the repossession damages to the Company would be material, but that the amount of such damages would be uncertain and not readily ascertainable. (b) Accordingly, the Employee agrees that if the Employee Voluntarily Quits prior to the expiration of the Demised PremisesEmployment Period, (iii) the failure of Landlord to relet the Demised Premises or any portion thereof, (iv) the reletting of all or any portion of the Demised Premises, or (v) the inability of Landlord to collect or receive any rentals due upon any such reletting, Employee 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, make a cash payment as and for liquidated damages. If the Voluntary Quit occurs prior to the first anniversary of the Effective Date, the amount of such cash payment shall be the amount set forth on Exhibit A hereto; if the Voluntary Quit occurs on or after the first anniversary, but prior to the second anniversary, of the Effective Date, the amount of such cash payment shall be the amount set forth on Exhibit A hereto; and agreed upon current if the Voluntary Quit occurs on or after the second anniversary of the Effective Date, but prior to the expiration of the Employment Period, the amount of such cash payment shall be the amount set forth in Exhibit A. (c) The Employee acknowledges that the amounts referenced in this Section 5 and set forth in Exhibit A are reasonable in proportion to the probable damages likely to be sustained by the Company if the Employee Voluntarily Quits prior to the expiration of the Employment Period, that the amount of actual damages to be sustained by the Company in the event the Employee Voluntarily Quits is incapable of precise estimation, that the payment of such cash amounts by the Employee would not result in severe economic hardship for the Employee and his family, and that such cash payments are not intended to constitute a penalty or punitive damages for the occurrence of an Event of Default, either:any purposes. (ad) the sum of: (i) the worth at the time of award of the unpaid Base Rent which had been earned at the time of termination to the extent not previously paid by Tenant The Employee's payment obligations under this Section 13.3; plus (ii) the worth at the time of award 5 shall be full recourse obligations and shall be secured by a pledge of the amount number of unpaid Base Rent the shares of FCN Common Stock received by the Employee in the Acquisition (pursuant to Section II.A of the Purchase Agreement) pursuant to a Pledge Agreement, in substantially the form of Exhibit B hereto (the "Pledge Agreement"), to be entered into by the Employee and the Company concurrently with the execution and delivery of this Agreement, provided that the Employee shall have the right to substitute collateral reasonably acceptable to the Company (the "Collateral") which would have been earned after termination until shall then be subject to the time Pledge Agreement. If the net proceeds of award; plus (iii) the worth at disposition of such shares of FCN Common Stock or the time Collateral pursuant to the Pledge Agreement are insufficient to satisfy the Employee's payment obligation hereunder, the Employee shall be obligated to make up the shortfall out of award his or her other personal assets. If the net proceeds of the disposition of such shares of FCN Common Stock or the Collateral pursuant to the Pledge Agreement exceed 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 Master Lease or which in the ordinary course of business might result therefrom, including all unpaid Additional Charges at the time of Termination and all Additional Charges which might have accrued for the balance of the Term, and all reasonable costs and expenses of reletting the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary to secure new tenants for the Demised Premises. As used in the foregoing clauses (i), (ii) and (iii)Employee's payment obligation hereunder, the “worth at the time of award” Company promptly shall be 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)pay such excess amount and, 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%); or (b) regardless of whether Landlord chooses to terminate Tenant’s right to possession of the Demised Premises (whether if applicable, return any excess shares or not Landlord terminates the Master Lease), each installment of said Rent and other sums payable by Tenant to Landlord under this Master Lease as the same becomes due and payable, together with interest at the Overdue Rate from the date when due until paid, and Landlord may enforce, by action or otherwise, any other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the Demised Premises and seek damages under subparagraph (a) hereofCollateral, to the extent not already paid Employee as soon as is reasonably practicable. (e) No liquidated damages shall be payable by the Employee, the Pledge Agreement shall terminate and the FCN Common Stock or other Collateral held by the Company shall be returned to the Employee in accordance with the Pledge Agreement in the event the Employee's employment is terminated prior to the expiration of the Employment Period for by Tenant under any reason other than if the Employee Voluntarily Quits. (f) During the Employment Period, the provisions of this subparagraph (b)Section 5 and the Pledge Agreement shall constitute the Company's sole and exclusive remedy if an Employee Voluntarily Quits.

Damages. None of (iIn the event this Sublease is terminated pursuant to Subparagraph 14(b)(ii) the termination of this Master Lease, (ii) the repossession of the Demised Premises, (iii) the failure of Landlord to relet the Demised Premises or any portion thereof, (iv) the reletting of all or any portion of the Demised Premisesabove, or (v) otherwise, Sublandlord shall be entitled to damages in 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 and for liquidated and agreed upon current damages for the occurrence of an Event of Default, eitherfollowing sums: (aA) the sum of: (i) the The worth at the time of award of the unpaid Base Rent rent which had has been earned at the time of termination to the extent not previously paid by Tenant under this Section 13.3termination; plus (iiB) the The worth at the time of award of the amount of by which the unpaid Base Rent rent which would have been earned after termination until the time of awardaward exceeds the amount of such rental loss that Subtenant proves could have been reasonably avoided; plus (iiiC) the The worth at the time of award of the amount of by which the unpaid Base Rent rent for the balance of the Term term after the time of awardaward exceeds the amount of such rental loss that Subtenant proves could be reasonably avoided; plusand (ivD) any Any other amount necessary to compensate Landlord Sublandlord for the all detriment proximately caused by Tenant’s Subtenant's failure to perform its Subtenant's obligations under this Master Lease Sublease, or which in the ordinary course of business might things would be likely to result therefrom, including all unpaid Additional Charges at the time of Termination and all Additional Charges which might have accrued for the balance of the Term, and all reasonable costs and expenses of reletting the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary to secure new tenants for the Demised Premises. As used in the foregoing clauses . (i), (iiE) and (iii), the “The "worth at the time of award” shall be " of the amounts referred to in Subparagraphs (A) and (B) of this Subparagraph 14(b)(iii), is computed by allowing interest at the Overdue Rate from the date when due to the date paidPermitted Rate. As used in Section 13.3(a)(iii), the “The "worth at the time of award” shall be " of the amounts referred to in Subparagraph (C) of this subparagraph 14(b)(iii) is computed by discounting such amount at the discount rate of the Federal Reserve Bank Board of New York San Francisco at the time of award plus one percent (1%); or. The term "rent," as used in this Paragraph 14, shall include all sums required to be paid by Subtenant to Sublandlord pursuant to the terms of this Sublease. (bc) regardless Sublandlord shall be in default under this Sublease hereunder if Sublandlord breaches an agreement, or fails to perform an obligation required of whether Landlord chooses Sublandlord within ten (10) days after notice in the case of a monetary obligation, or thirty (30) days after notice in the case of a nonmonetary obligation; provided, however, that if the nature of a nonmonetary obligation of Sublandlord is such that more than thirty (30) days are reasonably required for performance, then Sublandlord shall not be in default if Sublandlord commences performance within such thirty (30) day period and thereafter diligently prosecutes the same to terminate Tenant’s right completion. If Sublandlord breaches any agreement in this Sublease or fails to possession make any payment or perform any other act on its part to be performed under this Sublease, provided that Subtenant has delivered to Sublandlord (and Sublandlord's Lender, if required) written notice of such default and Sublandlord (or Sublandlord's Lender, if required) has failed to cure such default within the Demised Premises (whether or not Landlord terminates the Master Leasetime period required under this Section 14(c), each installment Subtenant may make such payment or cure such performance or breach to the extent Subtenant deems desirable and, in connection therewith, pay reasonable expenses and employ counsel. All sums reasonably advanced by Subtenant on Sublandlord's behalf, any delinquent sums owed by Sublandlord to Subtenant under any provision of said Rent this Sublease, and all penalties, interest and other sums costs in connection therewith, including reasonable attorneys' fees and collection costs, shall be due and payable by Tenant to Landlord under this Master Lease as the same becomes due and payableSublandlord on written demand, together with interest at the Overdue Rate thereon from the date when due until paid, and Landlord may enforce, by action or otherwise, any other term or covenant of this Master Lease (and Landlord may delinquency at any time thereafter terminate Tenant’s right to possession of the Demised Premises and seek damages under subparagraph (a) hereof, to the extent not already paid for by Tenant under this subparagraph (b)Permitted Rate.

Damages. None of (ia) the termination of this Master LeaseLease pursuant to Section 16.2, (iib) the eviction of the Lessee or the repossession of the Demised PremisesLeased Property, (iiic) 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 Landlord to relet the Demised Premises or any portion thereof, (iv) the reletting of all or any portion of the Demised Premises, or (v) the inability of Landlord Lessor to collect or receive any rentals due upon any such reletting, shall relieve Tenant the Lessee of its liabilities liability 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 In any such termination of this Master Lease occurs (whether or not Landlord terminates Tenant’s right to possession of event, the Demised Premises), Tenant Lessee shall forthwith pay to Landlord the Lessor all Rent due and payable under this Master Lease, with respect to the Leased Property to and including the date of such termination, repossession or eviction. Thereafter Tenant Thereafter, the Lessee shall forthwith pay to Landlordthe Lessor, at Landlord’s the Lessor's option, as and for liquidated and agreed upon current damages for the occurrence of an Event of Default, either: (a) the sum of: (i) the worth sum of: (x) all Rent that is due and unpaid at the time later to occur of award of the unpaid Base Rent which had been earned termination, repossession or eviction, together with interest thereon at the time of termination Overdue Rate to the extent not previously paid by Tenant under this Section 13.3; plus date of payment, plus (iiy) the worth at (calculated in the time of award manner stated below) of the amount of unpaid Base Rent by which would have been earned after termination until the 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 later to occur of award; plus the termination, repossession or eviction exceeds the fair market rental value of the Leased Property for the balance of the Term, plus (ivz) any other amount necessary to compensate Landlord the Lessor for the detriment all damage proximately caused by Tenant’s the Lessee's failure to perform its obligations under this Master the Lease Obligations or which in the ordinary course of business might would be likely to result therefrom, including all unpaid Additional Charges at the time of Termination and all Additional Charges which might have accrued for the balance of the Term, and all reasonable costs and expenses of reletting the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary to secure new tenants for the Demised Premises. As used in the foregoing clauses (i), (ii) and (iii), the “worth at the time of award” shall be 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 the Federal Reserve Bank of New York at the time of award plus one percent (1%); or (bii) regardless each payment of whether Landlord chooses to terminate Tenant’s right to possession of the Demised Premises (whether or not Landlord terminates the Master Lease), each installment of said Rent and other sums payable by Tenant to Landlord under this Master Lease as the same becomes would have become due and payablepayable if the Lessee's right of possession or other rights under this Lease had not been terminated, together with or if the Lessee had not been evicted, or if the Leased Property had not been repossessed which Rent, to the extent permitted by law, shall bear interest at the Overdue Rate from the date when due until the date paid, and Landlord the Lessor may enforce, by action or otherwise, any other 66 term or covenant of this Master Lease Lease. There shall be credited against the Lessee's obligation under this clause (and Landlord ii) amounts actually collected by the Lessor from another tenant to whom the Leased Property may at any time thereafter terminate Tenant’s right to possession have actually been leased or, if the Lessor is operating the Leased Property for its own account, the actual net cash flow of the Demised Premises and seek damages under Leased Property. In making the determinations described in subparagraph (ai) hereofabove, to the extent not already paid for "worth" of unpaid Rent shall be determined by Tenant under this subparagraph a court having jurisdiction thereof using the lowest rate of capitalization (b)highest present worth) reasonably applicable at the time of such determination and allowed by applicable law.

Damages. None of Neither (ia) the termination of this Master Lease, (iib) the ------- repossession of the Demised PremisesLeased Property, (iiic) the failure of Landlord to relet the Demised Premises or any portion thereofLeased Property, nor (ivd) the reletting of all or any portion of the Demised Premises, or (v) the inability of Landlord to collect or receive any rentals due upon any such relettingthereof, shall relieve Tenant of its liabilities liability 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 In the extent, required under applicable law. If event of any such termination of this Master Lease occurs (whether or not Landlord terminates Tenant’s right to possession of the Demised Premises)termination, Tenant shall forthwith pay to Landlord all Rent due and payable under this Master Lease, with respect to the Leased Property to and including the date of such termination. Thereafter Tenant shall forthwith pay to Landlord, at Landlord’s 's option, as and for liquidated and agreed upon current damages for the occurrence of an Event of DefaultTenant's default, either: (a1) Without termination of Tenant's right to possession of the 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: (iA) the worth at the time of award of the 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; plustermination, repossession or reletting, and (iiB) the worth at the time of award termination, repossession or reletting of the amount of unpaid Base Rent by which would have been earned after termination until the 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; plustermination, repossession or reletting, exceeds the amount of such rental loss that Tenant proves could be reasonably avoided, and (ivC) any other amount necessary to compensate Landlord for all the detriment proximately caused by Tenant’s 's failure to perform its obligations under this Master Lease or which in the ordinary course of business might things, would be likely to result therefrom, including all unpaid Additional Charges at the time of Termination and all Additional Charges which might have accrued for the balance of the Term, and all reasonable costs and expenses of reletting the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary to secure new tenants for the Demised Premises. As used in the foregoing clauses (i), (ii) and (iii), the “The worth at the time of award” shall be computed by allowing interest at termination, repossession or reletting of the Overdue Rate from the date when due amount referred to the date paid. As used in Section 13.3(a)(iii), the “worth at the time of award” shall be 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 one percent (1%); or . Rent for the purposes of this Section 16.3 shall be a sum equal to (bi) regardless of whether Landlord chooses to terminate Tenant’s right to possession the average of the Demised Premises annual amounts of the Rent for the three Fiscal Years immediately preceding the Fiscal Year in which the termination, re-entry or repossession takes place, or (whether ii) if three Fiscal Years shall not have elapsed, the average of the Rent during the preceding Fiscal Years during which the Lease was in effect, or (iii) if one Fiscal Year has not Landlord terminates elapsed, the Master Lease), each installment of said amount derived by annualizing the Rent and other sums payable by Tenant to Landlord under this Master Lease as the same becomes due and payable, together with interest at the Overdue Rate from the effective date when due until paid, and Landlord may enforce, by action or otherwise, any other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the Demised Premises and seek damages under subparagraph (a) hereof, to the extent not already paid for by Tenant under this subparagraph (b)Lease.

Damages. None In the event that this Lease is terminated, at the 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 the discounted present value (discounted at an annualized rate of three percent (3%)) of the total rent reserved for the remainder of the Term over the then discounted present fair rental value of the Premises for the remainder 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 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 (“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 foregoing covenant, the Tenant shall be credited with the amount of the Lump Sum Payment allocable to the Specific Periodic Payment and the net proceeds of any rent obtained by reletting the Premises, after deducting all the Landlord’s expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, reasonable fees for legal services and expenses of reasonably preparing the Premises for such reletting. The Landlord may (i) the termination of this Master Lease, (ii) the repossession of the Demised Premises, (iii) the failure of Landlord to relet the Demised Premises or any portion thereof, (iv) the reletting of all or any portion of the Demised Premises, or (v) the inability of Landlord to collect any part or receive any rentals due upon any such relettingparts thereof, shall relieve Tenant of its liabilities and obligations hereunder, all of for a term or terms 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 Landlordmay, at the Landlord’s option, as and for liquidated and agreed upon current damages for exceed or be equal to or less than the occurrence of an Event of Default, either: (a) the sum of: (i) the worth at the time of award of the 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 unpaid Base Rent period which would otherwise have been earned after termination until the 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 Master Lease or which in the ordinary course of business might result therefrom, including all unpaid Additional Charges at the time of Termination and all Additional Charges which might have accrued for constituted the balance of the Term, and all reasonable costs may grant such concessions and expenses of reletting free rent as the Demised Premises, including, but not limited to, all brokerage, advertisingLandlord considers necessary to relet the same and (ii) make such alterations, repairs and other similar expenses reasonably improvements in the Premises as the Landlord considers necessary to secure new tenants for relet the Demised Premisessame. As used Landlord shall use reasonable efforts to mitigate its damages in the foregoing clauses (i), (ii) and (iii), the “worth at the time event of award” shall be 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 the Federal Reserve Bank of New York at the time of award plus one percent (1%); or (b) regardless of whether Landlord chooses to terminate Tenant’s right to possession of the Demised Premises (whether or not Landlord terminates the Master Lease), each installment of said Rent and other sums payable by Tenant to Landlord under this Master Lease as the same becomes due and payable, together with interest at the Overdue Rate from the date when due until paid, and Landlord may enforce, by action or otherwise, any other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the Demised Premises and seek damages under subparagraph (a) hereof, to the extent not already paid for by Tenant under this subparagraph (b)a termination pursuant hereto.

Damages. None of (i) the Upon termination of this Master Lease, (ii) the repossession of the Demised Premises, (iii) the failure of Landlord to relet the Demised Premises or Lease in any portion thereof, (iv) the reletting of all or any portion of the Demised Premisesmanner above provided, or (v) the inability of Landlord to collect by summary proceedings 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)otherwise, Tenant shall forthwith pay to Landlord all forthwith without demand or notice the sum of the following: A. All Annual Rental or Additional Rent due and payable under this Master Lease, other payments accrued to and including the date of such termination. Thereafter Tenant shall forthwith pay to Landlord, at Landlord’s option, as termination and for liquidated and agreed upon current damages a proportionate part of the rent otherwise payable for the occurrence month in which such termination occurs; B. The cost of an Event making all repairs, alterations and improvements required to be made by the Tenant hereunder, and of Default, either: (a) the sum of: (i) the worth at the time of award performing all covenants of the unpaid Base Tenant relating to the condition of the Demised Premises during the term and upon expiration or sooner termination of this Lease; C. An amount equal to "Liquidated Damages" or "Indemnity Payments" whichever is larger, determined and payable as set forth below. "Liquidated Damages" means an amount equal to the present value of the excess of the Annual Rental, Additional Rent and other payments reserved in this Lease for the portion of the term remaining after termination of the Lease (hereinafter referred to as the "Unexpired Term") over the then fair and reasonable rental value of the Demised Premises for such period of the term. "Indemnity Payments" means all the Annual Rental, Additional Rent and other payments reserved under this Lease which had been earned at would have become due and owing thereunder from time to time during the time of termination Unexpired Term less, to the extent not previously paid by Tenant under this Section 13.3; plus (ii) deducted or credited, the worth at the time of award of the amount of unpaid Base Annual Rental, Additional Rent which would have been earned after termination until the 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 Master Lease or which in the ordinary course of business might result therefrom, including all unpaid Additional Charges at the time of Termination and all Additional Charges which might have accrued for the balance of the Term, and all reasonable costs and expenses of reletting the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary payments actually collected and allocable to secure new tenants for the Demised Premises. As used in the foregoing clauses (i), (ii) and (iii), the “worth at the time of award” shall be 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 the Federal Reserve Bank of New York at the time of award plus one percent (1%); or (b) regardless of whether Landlord chooses to terminate Tenant’s right to possession of the Demised Premises (whether or not to the portions thereof relet by the Landlord terminates the Master Lease), each installment of said Rent and other sums payable by Tenant to Landlord under this Master Lease as the same becomes due and payable, together with interest at the Overdue Rate from the date when due until paid, and Landlord may enforce, by action or otherwise, any other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the Demised Premises and seek damages under subparagraph (a) hereofreduced, to the extent not already previously deducted or credited, by the costs and expenses, including but not limited to reasonable attorneys' and brokers' fees and expenses, paid for or incurred by Tenant under this subparagraph (b).Landlord in connection with

Damages. None of (ia) the termination of this Master LeaseLease pursuant to Section 17.2, (iib) the eviction of Lessee or the repossession of the Demised PremisesLeased Property, (iiic) the failure of Landlord Lessor, notwithstanding reasonable good faith efforts, to relet the Demised Premises or any portion thereofLeased Property, (ivd) the reletting of all or any portion of the Demised Premisesthereof, or (ve) the inability failure of Landlord Lessor to collect or receive any rentals due upon any such reletting, shall relieve Tenant Lessee of its liabilities liability 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 In any such termination of this Master Lease occurs (whether or not Landlord terminates Tenant’s right to possession of the Demised Premises)event, Tenant Lessee shall forthwith pay to Landlord Lessor all Rent due and payable under this Master Lease, with respect to the Leased Property to and including the date of such termination, repossession or eviction. Thereafter Tenant Thereafter, Lessee shall forthwith pay to LandlordLessor, at Landlord’s Lessor's option, as and for liquidated and agreed upon current damages for the occurrence of an Event of Default, either: (a) the sum of: (i) the worth sum of: (A) all Rent that is due and unpaid at the time date of award of the unpaid Base Rent which had been earned termination, repossession or eviction, whichever is later, together with interest thereon at the time of termination Overdue Rate to the extent not previously paid by Tenant under this Section 13.3; plus date of payment, plus (iiB) the worth at (calculated in the time of award manner stated below) of the amount of unpaid Base Rent by which would have been earned after termination until the 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 such date exceeds the time fair market rental value of award; plus the Leased Property for the balance of the Term, plus (ivC) any other amount necessary to compensate Landlord Lessor for all the detriment proximately caused by Tenant’s Lessee's failure to perform its obligations under this Master Lease or which in the ordinary course of business might would be likely to result therefrom, including all unpaid Additional Charges at the time of Termination and all Additional Charges which might have accrued for the balance of the Term, and all reasonable costs and expenses of reletting the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary to secure new tenants for the Demised Premises. As used in the foregoing clauses (i), (ii) and (iii), the “worth at the time of award” shall be 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 the Federal Reserve Bank of New York at the time of award plus one percent (1%); or (bii) regardless of whether Landlord chooses to terminate Tenant’s right to possession of the Demised Premises (whether or not Landlord terminates the Master Lease), each installment of said Rent and other sums payable by Tenant Lessee to Landlord Lessor under this Master Lease as the same becomes would have become due and payablepayable if Lessee's right of possession or other rights under the Lease had not been terminated, together with or if Lessee had not been evicted, or if the Leased Property had not been repossessed which Rent and other sums shall bear interest at the Overdue Rate from the date when due until paid, and Landlord Lessor may enforce, by action or otherwise, any other term or covenant of this Master Lease Lease. There shall be credited against Lessee's obligation under this Clause (and Landlord B) amounts actually 73 84 collected by Lessor from another tenant to whom the Facility may at any time thereafter terminate Tenant’s right to possession have actually been leased or, if Lessor is operating the Facility for its own account, the actual Cash Flow of the Demised Premises and seek damages under Facility. In making the determinations described in subparagraph (ai) hereofabove, the "worth" of unpaid Rent shall be determined by a court having jurisdiction thereof using the lowest rate of capitalization (highest present worth) reasonably applicable at the time of such determination and allowed by applicable law and the Additional Rent shall be deemed to be the extent not already paid same as the average Additional Rent of the preceding five (5) full Fiscal Years, or if shorter, the average Additional Rent for by Tenant under this subparagraph (b)the Fiscal Years or portions thereof since the date that Additional Rent commenced to accrue or such other amount as either party shall prove reasonably could have been earned during the remainder of the Term or any portion thereof.

Damages. None of (i) the termination of this Master Lease, (ii) the repossession of the Demised Premises, (iii) the failure of Landlord to relet the Demised Premises or any portion thereof, (iv) the reletting of all or any portion of the Demised Premises, or (v) the inability of Landlord to collect or receive any rentals due upon any such reletting, following events shall relieve Tenant of its liabilities liability 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 : (a) the extent, required under applicable law. If any such termination of this Master Lease occurs pursuant to Section 17.1, (whether or not Landlord terminates Tenant’s right to possession b) the repossession of the Demised Premises)Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the 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. In the event of any such termination, Tenant shall forthwith pay to Landlord all Rent due and payable under this Master Leasewith respect to the Property to, to and including including, the date of such termination. Thereafter Thereafter, Tenant shall forthwith pay to Landlord, at Landlord’s 's option, as and for liquidated and agreed upon current damages for the occurrence of an Event of DefaultTenant's default, and not as a penalty, either: (a) the sum of: (i) the worth at the time of award of the 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; plustermination, (ii) the worth at the time of award of the amount of by which the unpaid Base Rent which would have been earned after termination until the time of award; plusaward exceeds the amount of such unpaid Rent that Tenant proves could have been reasonably avoided, (iii) the worth at the time of award of the amount of by which the unpaid Base Rent for the balance of the Term after the time of award; plusaward exceeds the amount of such unpaid Rent that Tenant proves could be reasonably avoided, and (iv) any other amount necessary to compensate Landlord for all the detriment proximately caused by Tenant’s 's failure to perform its obligations under this Master Lease or which in the ordinary course of business might things would be likely to result therefrom, including all unpaid Additional Charges at . In making the time of Termination and all Additional Charges which might have accrued for the balance of the Term, and all reasonable costs and expenses of reletting the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary to secure new tenants for the Demised Premises. As used in the foregoing clauses (i), (ii) and (iii)above determinations, the “"worth at the time of the award” " in subsections (i) and (iii) shall be computed determined by allowing the court having jurisdiction thereof including interest at the Overdue Rate from and the date when due to the date paid. As used in Section 13.3(a)(iii), the “"worth at the time of the award” " in subsection (iii) shall be computed determined by discounting such amount at the court having jurisdiction thereof using a discount rate equal to the discount rate of the Federal Reserve Bank of New York San Francisco at the time of the award plus one percent (1%)) and the Percentage Rent and FB&M Rent shall be deemed to be the same as for the then-current Fiscal Year or, if not determinable, the immediately preceding Fiscal Year, for the remainder of the Term, or such other amount as either party shall prove reasonably could have been earned during the remainder of the Term or any portion thereof; or (b) regardless without termination of whether Landlord chooses to terminate Tenant’s 's right to possession of the Demised Premises (whether or not Landlord terminates the Master Lease)Property, each installment of said Rent and other sums payable by Tenant to Landlord under this Master the Lease as the same becomes due and payable, together with which Rent and other sums shall bear interest at the Overdue Rate from the date when due until paid, and Landlord may enforce, by action or otherwise, any other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the Demised Premises and seek damages under subparagraph (a) hereof, to the extent not already paid for by Tenant under this subparagraph (b)Lease.

Damages. None of (ia) the termination of this Master LeaseLease pursuant to Section 16.1, (iib) the repossession of the Demised PremisesLeased Properties, (iiic) the failure of Landlord Lessor to relet the Demised Premises or any portion thereofLeased Properties, (ivd) the reletting of all or any portion of the Demised Premisesthereof, or (v) the inability failure of Landlord Lessor to collect or receive any rentals due upon such any such reletting, shall relieve Tenant Lessee of its liabilities liability and obligations hereunder, all of which shall survive any such termination, repossession or reletting. Landlord and Tenant agree that Landlord If this Lease is terminated by Lessor, Lxxxxx immediately 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 Lessor all Rent due and payable under this Master Lease, with respect to the Leased Properties to and including the date Termination Date, including without limitation all interest and late charges payable under Section 3.3 hereof with respect to any late payment of such terminationRent. Thereafter Tenant Lessee also shall forthwith pay to LandlordLessor, as liquidated damages, at LandlordLessor’s option, as and for liquidated and agreed upon current damages for the occurrence of an Event of Default, either: (aA) the The sum of: (i) Lessor’s Interim Rent Loss, minus Net Reletting Proceeds for such period, and minus the worth at the time portion of award of the unpaid Base Lessor’s Interim Rent which had Loss, if any, that Lessee proves reasonably could have been earned at the time of termination to the extent not previously paid mitigated by Tenant under this Section 13.3; Lxxxxx, plus (ii) the worth at Present Value on the time Judgment Date of award Lessor’s Future Rent Loss, assuming the CPI were to increase two and one half (2.5) percentage points per Lease Year from the Judgment Date through the Expiration Date, minus the Present Value on the Termination Date of the amount portion of unpaid Base Lessor’s Future Rent which would have been earned after termination until the 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 Loss that Lessee proves reasonably could be mitigated by Tenant’s failure to perform its obligations under this Master Lease or which in the ordinary course of business might result therefrom, including all unpaid Additional Charges at the time of Termination and all Additional Charges which might have accrued for the balance of the Term, and all reasonable costs and expenses of reletting the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary to secure new tenants for the Demised Premises. As used in the foregoing clauses (i), (ii) and (iii), the “worth at the time of award” shall be 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 the Federal Reserve Bank of New York at the time of award plus one percent (1%)Lessor; or (bB) regardless Each month between the Termination Date and the Expiration Date, Lessor’s Monthly Rent Loss, minus the Net Reletting Proceeds for such month, and minus the portion, if any, of whether Landlord chooses Lxxxxx’s Monthly Rent Loss that Lessee proves reasonably could have been avoided. Any suit brought to terminate Tenantrecover liquidated damages payable under this subsection (B) shall not prejudice Lessor’s right to possession of the Demised Premises (whether or not Landlord terminates the Master Lease), each installment of said Rent and other sums payable by Tenant to Landlord under this Master Lease as the same becomes due and payable, together with interest at the Overdue Rate from the date when due until paid, and Landlord may enforce, by action or otherwise, any other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the Demised Premises and seek collect liquidated damages under subparagraph (a) hereof, to the extent not already paid for by Tenant under this subparagraph (b)subsequent months in a similar proceeding.

Damages. None of (i) In the termination of event this Master Lease, (ii) the repossession of the Demised Premises, (iii) the failure of Landlord Lease is terminated pursuant to relet the Demised Premises or any portion thereof, (iv) the reletting of all or any portion of the Demised PremisesSubparagraph 14.B.2 above, or (v) the inability of Landlord to collect or receive any rentals due upon any such relettingotherwise, 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 be entitled to mitigate Landlord’s damages under this Master Lease except if, and to in 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 and for liquidated and agreed upon current damages for the occurrence of an Event of Default, eitherfollowing sums: (a) the sum of: (i) a. the worth at the time of award of the unpaid Base Rent rent which had has been earned at the time of termination to the extent not previously paid by Tenant under this Section 13.3termination; plus (ii) b. the worth at the time of award of the amount of by which the unpaid Base Rent rent which would have been earned after termination until the time of awardaward exceeds the amount of such rental loss that Tenant proves could have been reasonably avoided; plus (iii) c. the worth at the time of award of the amount of by which the unpaid Base Rent rent for the balance of the Term term after the time of awardaward exceeds the amount of such rental loss that Tenant proves could be reasonably avoided; plusand (iv) d. any other amount necessary to compensate Landlord for the all detriment proximately caused by Tenant’s 's failure to perform its Tenant's obligations under this Master Lease Lease, or which in the ordinary course of business might things would be likely to result therefrom, including all unpaid Additional Charges at the time of Termination and all Additional Charges which might have accrued for the balance of the Term, and all reasonable costs and expenses of reletting the Demised Premises, therefrom including, but not limited towithout limitation, all brokerage, advertising, repairs and other similar expenses reasonably necessary to secure new tenants for the Demised Premises. As used in the foregoing clauses following: (i)) expenses for cleaning, repairing or restoring the Total Project, or applicable portion thereof, (ii) costs of carrying the Total Project such as taxes and insurance premiums thereon, utilities and security precautions; (iii) expenses in retaking possession of the Total Project, or applicable portion thereof, (iv) reasonable attorneys' fees and court costs; and (iii), the “v) any unamortized real estate brokerage commission paid in connection with this Lease. e. The "worth at the time of award” shall be " of the amounts referred to in Subparagraphs (a) and (b) of this Paragraph, is computed by allowing interest at the Overdue Rate from the date when due to the date paidPermitted Rate. As used in Section 13.3(a)(iii), the “The "worth at the time of award” shall be " of the amounts referred to in Subparagraph (c) of this Paragraph is computed by discounting such amount at the discount rate of the Federal Reserve Bank Board of New York San Francisco at the time of award plus one percent (1%); or (b) regardless of whether Landlord chooses . The term "rent" as used in this Paragraph shall include all sums required to terminate Tenant’s right to possession of the Demised Premises (whether or not Landlord terminates the Master Lease), each installment of said Rent and other sums payable be paid by Tenant to Landlord under this Master Lease as pursuant to the same becomes due and payable, together with interest at the Overdue Rate from the date when due until paid, and Landlord may enforce, by action or otherwise, any other term or covenant terms of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the Demised Premises and seek damages under subparagraph (a) hereof, to the extent not already paid for by Tenant under this subparagraph (b)Lease.

Damages. None In the event of (i) the termination of this Master Lease, (ii) the repossession of the Demised Premises, (iii) the failure of Landlord to relet the Demised Premises or any portion thereof, (iv) the reletting of all or any portion of the 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 Lessee shall forthwith pay to Landlord all Lessor the Rent due and payable under this Master Lease, up to and including the date time of such termination. Thereafter Tenant Lessee shall forthwith remain liable for, and shall pay on the days originally fixed for such payment hereunder, the full amount of all Basic Rent and Additional Rent as if this Lease had not been terminated; PROVIDED, HOWEVER, if Lessor relets the Premises, there shall be credited against such obligation the amount actually received by Lessor each month from such lessee after first deducting all costs and expenses incurred by Lessor in connection with reletting the Premises. In lieu of any other damages hereunder, Lessee agrees to pay to LandlordLessor, at Landlord’s optionon demand, as and for liquidated and agreed upon current damages for Lessee's default, the occurrence of an Event of Default, eitheramount by which: (a) the sum of: (i) the worth at the time of award of the 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 unpaid Base aggregate Rent which would have been earned after payable under this Lease by Lessee from the date of such termination until what would have been the last day of the Term but for such termination, EXCEEDS (b) the greater of (i) the fair and reasonable rental value of the Premises for the same period, less Lessor's reasonable estimate of expenses to be incurred in connection with reletting the Premises, including, without limitation, all repossession costs, brokerage commissions, legal expenses, reasonable attorneys' fees, alteration costs, and expenses of preparation for such reletting, or (ii) the sum of (A) the amount actually received by Lessor from reletting the Premises (if any), and (B) the amount actually received by Lessor from Lessee pursuant to the preceding paragraph of this Section (if any). If the Premises or any part thereof are relet by Lessor for the period prior to what would have been the last day of the Term but for such termination, or any portion thereof, the amount of rent reserved upon such reletting shall be, PRIMA FACIE, the fair and reasonable rental value for the part or the whole of the Premises so relet during the term of the reletting. In lieu of any other damages hereunder, Lessor may by written notice to Lessee, at any time after this Lease is so terminated, elect to recover, and Lessee shall pay as full and final liquidated damages, an amount equal to (i) the Basic Rent and Additional Rent accrued under Section 5.0 hereof in the twelve (12) months ending on the effective date of award; plus such termination, PLUS (ii) all Basic Rent and Additional Rent which was unpaid as of the effective date of such termination, LESS (iii) the worth amount received by Lessor pursuant to the foregoing provisions of this Section 14.4 prior to the time of payment by Lessee of such liquidated damages. Nothing herein contained shall limit or prejudice the right of Lessor 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 of award of 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 the amount of the unpaid Base Rent for the balance of the Term after the time of award; plus (iv) any other amount necessary difference referred to compensate Landlord for the detriment proximately caused by Tenant’s failure to perform its obligations under this Master Lease or which in the ordinary course of business might result therefrom, including all unpaid Additional Charges at the time of Termination and all Additional Charges which might have accrued for the balance of the Term, and all reasonable costs and expenses of reletting the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary to secure new tenants for the Demised Premises. As used in the foregoing clauses (i), (ii) and (iii), the “worth at the time of award” shall be 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 the Federal Reserve Bank of New York at the time of award plus one percent (1%); or (b) regardless of whether Landlord chooses to terminate Tenant’s right to possession of the Demised Premises (whether or not Landlord terminates the Master Lease), each installment of said Rent and other sums payable by Tenant to Landlord under this Master Lease as the same becomes due and payable, together with interest at the Overdue Rate from the date when due until paid, and Landlord may enforce, by action or otherwise, any other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the Demised Premises and seek damages under subparagraph (a) hereof, to the extent not already paid for by Tenant under this subparagraph (b)above.

Damages. None of (i) In the termination of event this Master Lease, (ii) the repossession of the Demised Premises, (iii) the failure of Landlord Lease is terminated pursuant to relet the Demised Premises or any portion thereof, (iv) the reletting of all or any portion of the Demised PremisesSubparagraph 15.B.2 above, or (v) the inability of Landlord to collect or receive any rentals due upon any such relettingotherwise, 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 be entitled to mitigate Landlord’s damages under this Master Lease except if, and to in 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 and for liquidated and agreed upon current damages for the occurrence of an Event of Default, eitherfollowing sums: (a) the sum of: (i) the worth at the time of award of the unpaid Base Rent rent which had has been earned at the time of termination to the extent not previously paid by Tenant under this Section 13.3termination; plus (iib) the worth at the time of award of the amount of by which the unpaid Base Rent rent which would have been earned after termination until the time of awardaward exceeds the amount of such rental loss that Tenant proves could have been reasonably avoided; plus (iiic) the worth at the time of award of the amount of by which the unpaid Base Rent rent for the balance of the Term term after the time of award; plusaward exceeds the amount of such rental loss that Tenant proves could be reasonably avoided; (ivd) any other reasonable amount necessary to compensate Landlord for the all detriment proximately caused by Tenant’s 's failure to perform its Tenant's obligations under this Master Lease Lease, or which in the ordinary course of business might things would be likely to result therefromtherefrom including, including all unpaid Additional Charges at without limitation, the time of Termination and all Additional Charges which might have accrued following: (i) reasonable expenses for cleaning, repairing or restoring the balance of the TermPremises; (ii) real estate broker's fees, and all reasonable advertising costs and other expenses of reletting the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar ; (iii) expenses reasonably necessary to secure new tenants for in retaking possession of the Demised Premises. As used in the foregoing clauses (i), (ii) ; and (iii), iv) reasonable attorneys' fees and court costs; and (e) the “"worth at the time of award” shall be " of the amounts referred to in Subparagraphs (a) and (b) of this Paragraph 15.B(3) is computed by allowing interest at the Overdue Rate from the date when due to the date paidPermitted Rate. As used in Section 13.3(a)(iii), the “The "worth at the time of award” shall be " of the amounts referred to in Subparagraph (c) of this Paragraph 15.B(3) is computed by discounting such amount at the discount rate of the Federal Reserve Bank of New York San Francisco at the time of award plus one percent (1%); or (b) regardless of whether Landlord chooses . The term "rent" as used in this Paragraph 15 shall include all sums required to terminate Tenant’s right to possession of the Demised Premises (whether or not Landlord terminates the Master Lease), each installment of said Rent and other sums payable be paid by Tenant to Landlord under this Master Lease as pursuant to the same becomes due and payable, together with interest at the Overdue Rate from the date when due until paid, and Landlord may enforce, by action or otherwise, any other term or covenant terms of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the Demised Premises and seek damages under subparagraph (a) hereof, to the extent not already paid for by Tenant under this subparagraph (b)Lease.

Damages. None of Neither (ia) the termination of this Master LeaseLease pursuant to SECTION 16.1, (iib) the repossession of the Demised PremisesLeased Property, nor (iiic) the failure of Landlord Lessor, notwithstanding reasonable good faith efforts, to relet the Demised Premises or any portion thereof, (iv) the reletting of all or any portion of the Demised Premises, or (v) the inability of Landlord to collect or receive any rentals due upon any such relettingLeased Property, shall relieve Tenant Lessee of its liabilities liability 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 In the extent, required under applicable law. If event of any such termination of this Master Lease occurs (whether or not Landlord terminates Tenant’s right to possession of the Demised Premises)termination, Tenant Lessee shall forthwith pay to Landlord Lessor all Rent due and payable under this Master Lease, to through and including the date of such termination. Thereafter Tenant Lessor shall forthwith pay not be deemed to Landlordhave terminated this Lease unless Lessor delivers Notice to Lessee of such election. If Lessee voluntarily elects to terminate this Lease, at Landlord’s optionthen in addition to all remedies available to Lessor, as and for liquidated and agreed upon current damages for the occurrence of an Event of Default, either: (a) Lessor may recover the sum of: : (i) the worth at the time of award of the unpaid Base Rent which had been earned at the time of termination to the extent not previously paid by Tenant under this Section 13.3termination; plus (ii) the worth at the time of award of the amount of by which the unpaid Base Rent which would have been earned after termination until the time of awardaward exceeds the amount of such rental loss that Lessee proves could have been reasonably avoided; plus (iii) the worth at the time of award of the amount of by which the unpaid Base Rent for the balance of the Term after the time of award; plus award exceeds the amount of such rental loss that Lessee proves could be reasonably avoided, and (iv) any other amount necessary to compensate Landlord Lessor for all the detriment proximately caused by Tenant’s Lessee's failure to perform its obligations under this Master Lease or which in the ordinary course of business might things would be likely to result therefrom, including all unpaid Additional Charges at the time of Termination and all Additional Charges which might have accrued for the balance of the Termreasonable attorney fees, and all reasonable court costs and reasonable out-of-pocket expenses of reletting the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary to secure new tenants for the Demised Premises. As used in the foregoing clauses (i), (ii) and (iii), the “enforcement of Lessor's rights hereunder. The "worth at the time of award” shall be " of the amounts referred to in subparagraphs (i) and (ii) above is computed by allowing interest at the Overdue Rate from maximum legal rate of interest permitted in accordance with the date when due to laws of the date paidState of California. As used in Section 13.3(a)(iii), the “The worth at the time of award” shall be award of the amount referred to in subparagraph (iii) is computed by discounting such amount at the discount rate of the Federal Reserve Bank of New York San Francisco at the time of award plus one percent (1%); or (b) regardless . Without limiting Lessor's other remedies provided herein and provided by law, Lessor may continue the Lease in effect after Lessee's breach and abandonment and recover Rent as it becomes due, provided that, in such event, Lessee has the right to sublet or assign subject only to reasonable conditions imposed by Lessor. Accordingly, without termination of whether Landlord chooses to terminate Tenant’s Lessee's right to possession of the Demised Premises (whether or not Landlord terminates the Master Lease)Leased Property, Lessor may demand and recover each installment of said Rent and other sums payable by Tenant Lessee to Landlord Lessor under this Master Lease as the same becomes due and payable, together with which Rent and other sums shall bear interest at the Overdue Rate maximum interest rate permitted in accordance with the laws of the State of California, from the date when due until paid, and Landlord Lessor may enforce, by action or otherwise, any other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the Demised Premises and seek damages under subparagraph (a) hereof, to the extent not already paid for by Tenant under this subparagraph (b)Lease.

Damages. None of Subject to Landlord’s option to receive liquidated damages under this Section 12.3, none of: (iv) the termination of this Master Lease, ; (iiw) the repossession of the Demised Premises, Leased Assets (iiiincluding any Capital Improvements to any Leased Asset); (x) the failure of Landlord to relet the Demised Premises Leased Assets or any portion thereof, ; (ivy) the reletting of all or any portion of the Demised Premises, Leased Assets; or (vz) 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 lawLease. If any such termination of this Master Lease occurs (whether or not Landlord terminates Tenant’s right to possession of the Demised PremisesLeased Assets), Tenant shall forthwith pay to Landlord all Rent due and payable under this Master Lease, to Lease through and including the date of such termination. Thereafter Tenant shall forthwith pay to Landlord, termination in any of the formats set forth in this Section 12.3 at Landlord’s option, as and for liquidated and agreed upon current damages for the occurrence of an Event of Default, either:. (a) the The sum of: (i) the worth at the time of award of the unpaid Base Rent which had been earned at due and payable by the time of termination to the extent not previously paid by Tenant under this Section 13.3termination; plus (ii) the worth at the time of award of the amount of by which the unpaid Base Rent which would have been earned due and payable after termination until the time of awardaward exceeds the amount of such rental loss that Tenant proves could have been reasonably avoided; plus (iii) the worth at the time of award of the amount of by which the unpaid Base Rent for the balance of the Term after the time of awardaward 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 business might things would be likely to result therefrom, including all unpaid Additional Charges at the time of Termination and all Additional Charges which might have accrued for the balance of the Term, and all reasonable costs and expenses of reletting the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary to secure new tenants for the Demised Premises. As used in the foregoing clauses (i), (ii) and (iii), the “worth at the time of award” shall be 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 the Federal Reserve Bank of New York at the time of award plus one percent (1%); or (b) regardless of whether if Landlord chooses not to terminate Tenant’s right to possession of the Demised Premises Leased Assets (whether or not Landlord terminates the Master Lease), the amount of each installment of said Rent and other sums payable by Tenant to Landlord under this Master Lease as the same becomes due and payable, together with interest at the Overdue Rate from the due date when due until paid, and Landlord may enforce, by action or otherwise, any other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the Demised Premises Leased Assets and seek damages under subparagraph (a) hereof, to the extent not already paid for by Tenant under this subparagraph (b)).

Damages. None of Neither (ia) the termination of this Master Lease, (iib) the repossession of the Demised PremisesLeased Property, (iiic) the failure of Landlord Lessor to relet the Demised Premises or any portion thereofLeased Property, nor (ivd) the reletting of all or any portion of the Demised Premises, or (v) the inability of Landlord to collect or receive any rentals due upon any such relettingthereof, shall relieve Tenant Lessee of its liabilities Lessee’s liability 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 reletting to the extent, required under applicable maximum extent permitted by law. If In the event of any such termination of this Master Lease occurs (whether or not Landlord terminates Tenant’s right to possession of the Demised Premises)termination, Tenant Lessee shall forthwith pay to Landlord Lessor all Rent due and payable under this Master Lease, with respect to the Leased Property to and including the date of such termination. Thereafter Tenant In addition, Lessee shall forthwith pay to LandlordLessor, at LandlordLessor’s option, as and for liquidated and agreed upon current damages for the occurrence of an Event of DefaultLessee’s default, either: (a1) Without termination of Lessee’s right to possession of the Leased Property, each installment of Rent (including Percentage Rent as determined below) and other sums payable by Lessee to Lessor under this Lease as the same becomes due and payable, which Rent and other sums shall bear interest at the Overdue Rate from the date due until paid or otherwise discharged, and Lessor may enforce, by action or otherwise, any other term or covenant of this Lease; or (2) the sum of: (iA) the worth at the time of award of the 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; plustermination, repossession or reletting, and (iiB) the worth at the time of award termination, repossession or reletting of the amount of unpaid Base Rent by which would have been earned after termination until the 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; plustermination, repossession or reletting, exceeds the amount of such rental loss that Lessee proves could be reasonably avoided and as reduced for rentals received after the time of termination, repossession or reletting, if and to the extent required by applicable law, and (ivC) any other amount necessary to compensate Landlord Lessor for all the detriment proximately caused by TenantLessee’s failure to perform its Lessee’s obligations under this Master Lease or which in the ordinary course of business might things, would be likely to result therefrom, including all unpaid Additional Charges at the time of Termination and all Additional Charges which might have accrued for the balance of the Term, and all reasonable costs and expenses of reletting the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary to secure new tenants for the Demised Premises. As used in the foregoing clauses (i), (ii) and (iii), the “The worth at the time of award” shall be computed by allowing interest at termination, repossession or reletting of the Overdue Rate from the date when due amount referred to the date paid. As used in Section 13.3(a)(iii), the “worth at the time of award” shall be subparagraph (B) is computed by discounting such amount at the discount rate of the Federal Reserve Bank of New York San Francisco at the time of award plus one percent (1%); or . Percentage Rent for the purposes of this Section 16.3 shall be a sum equal to (bi) regardless of whether Landlord chooses to terminate Tenant’s right to possession the average of the Demised Premises annual amounts of the Percentage Rent for the three Fiscal Years immediately preceding the Fiscal Year in which the termination, re-entry or repossession takes place, or (whether ii) if three Fiscal Years shall not have elapsed, the average of the Percentage Rent during the preceding Fiscal Years during which this Lease was in effect, or (iii) if one Fiscal Year has not Landlord terminates elapsed, the Master Lease), each installment of said amount derived by annualizing the Percentage Rent and other sums payable by Tenant to Landlord under this Master Lease as the same becomes due and payable, together with interest at the Overdue Rate from the effective date when due until paid, and Landlord may enforce, by action or otherwise, any other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the Demised Premises and seek damages under subparagraph (a) hereof, to the extent not already paid for by Tenant under this subparagraph (b)Lease.

Damages. None of (i) the The termination of this Master Lease, ; (ii) the repossession of the Demised Premises, Leased Property and any Capital Addition thereto; (iii) the failure of Landlord Lessor, notwithstanding reasonable good faith efforts, to relet the Demised Premises or any portion thereof, Leased Property; (iv) the reletting of all or any portion of the Demised Premises, Leased Property; or (v) the failure or inability of Landlord Lessor to collect or receive any rentals due upon any such reletting, shall not relieve Tenant Lessee 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)occurs, Tenant Lessee shall forthwith pay to Landlord Lessor all Rent due and payable under this Master Lease, with respect to the Leased Property to and including the date of such termination. Thereafter Tenant Thereafter, subject to mandatory provisions of applicable law: Lessee shall forthwith pay to LandlordLessor, at LandlordLessor’s option, as and for liquidated and agreed upon current damages for the occurrence of an Event of DefaultDefault by Lessee, either: (aA) the sum of: (i) the worth at the time of award of the 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; plustermination, (ii) the worth at the time of award of the amount of by which the unpaid Base Rent which would have been earned after termination until the time of award; award exceeds the amount of such rental loss that Lessee proves could have been reasonably avoided, plus (iii) the worth at the time of award of the amount of by which the unpaid Base Rent for the balance of the Term after the time of award; plus (iv) any other award exceeds the amount necessary to compensate Landlord for the detriment proximately caused by Tenant’s failure to perform its obligations under this Master Lease or which in the ordinary course of business might result therefrom, including all unpaid Additional Charges at the time of Termination and all Additional Charges which might have accrued for the balance of the Term, and all reasonable costs and expenses of reletting the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar expenses such rental loss that Lessee proves could be reasonably necessary to secure new tenants for the Demised Premisesavoided. As used in the foregoing clauses (i), ) and (ii) and (iii)above, the “worth at the time of award” shall be computed by allowing interest at the Overdue Rate from the date when due to the date paidRate. As used in Section 13.3(a)(iii)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 San Francisco at the time of award plus one two percent (12%); or . or (bB) regardless without termination of whether Landlord chooses to terminate TenantLessee’s right to possession of the Demised Premises (whether or not Landlord terminates the Master Lease)Leased Property, each installment of said Rent and other sums payable by Tenant Lessee to Landlord Lessor under this Master the Lease as the same becomes due and payable, together with interest at the Overdue Rate from the date when due until paid, and Landlord Lessor may enforce, by action or otherwise, any other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the Demised Premises and seek damages under subparagraph (a) hereof, to the extent not already paid for by Tenant under this subparagraph (b)Lease.

Damages. None of (i) the Notwithstanding termination of this Master LeaseLease and reentry by Landlord pursuant to Section 18, (ii) the repossession of the Demised Premises, (iii) the failure of Landlord to relet the Demised Premises or any portion thereof, (iv) the reletting of all or any portion of the 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 be entitled 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 recover from 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 and for liquidated and agreed upon current damages for the occurrence of an Event of Default, either: (a) the sum of: (i) the 19.4.1 The worth at the time of an award (including interest at the rate set forth in Section 33.8), of the any unpaid Base Rent rent which had been earned at by Landlord prior to the time of termination to the extent not previously paid by Tenant under this Section 13.3termination; plusplus [*CONFIDENTIAL TREATMENT HAS BEEN REQUESTED AS TO CERTAIN PORTIONS OF THIS DOCUMENT. EACH SUCH PORTION, WHICH HAS BEEN OMITTED HEREIN AND REPLACED WITH A SERIES OF THREE ASTERISKS IN BRACKETS [***], HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.] (ii) the 19.4.2 The worth at the time of an award (including interest at the rate set forth in Section 33.8), of the amount of by which the unpaid Base Rent rent which would have been earned after termination until the time of awardan award exceeds the amount of loss of rent that Tenant proves could have been reasonably avoided; plus (iii) the 19.4.3 The worth at the time of an award of the amount of by which the unpaid Base Rent rent and additional rent for the balance of the Term after term of this Lease (as extended, if at all prior to termination) exceeds the amount of such loss of rent and additional rent that Tenant proves could have been reasonably avoided (including interest at the rate set forth in Section 33.8 from the date of the award until paid). Such worth of 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 Master Lease or which in the ordinary course of business might result therefrom, including all unpaid Additional Charges at the time of Termination and all Additional Charges which might have accrued for the balance of the Term, and all reasonable costs and expenses of reletting the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary to secure new tenants for the Demised Premises. As used in the foregoing clauses (i), (ii) and (iii), the “worth at the time of award” award shall be 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 the Federal Reserve Bank of New York San Francisco, or successor Federal Reserve Bank, on the date of termination; plus 19.4.4 The unamortized amount, over the initial Term, of any abated rent at the time commencement of award the Term and the unamortized Allowance plus one percent (1%)brokers commissions and other costs incurred by Landlord in connection with this Lease; orplus (b) regardless of whether 19.4.5 Any other amount necessary to compensate Landlord chooses to terminate for all the damage proximately caused by Tenant’s right failure to possession of the Demised Premises (whether or not Landlord terminates the Master Lease), each installment of said Rent and other sums payable by Tenant to Landlord perform Tenant’s obligations under this Master Lease as or which in the same becomes due and payable, together with interest at the Overdue Rate from the date when due until paid, and Landlord may enforce, by action or otherwise, any other term or covenant ordinary course of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right things would be likely to possession of the Demised Premises and seek damages under subparagraph (a) hereof, to the extent not already paid for by Tenant under this subparagraph (b)result therefrom.