Common use of Eminent Domain Clause in Contracts

Eminent Domain. If the whole, or any part of the demised premises shall be taken or condemned by any competent authority for any public use or purpose during the term of this Lease. TENANT reserves the unto itself the right to prosecute its claim for an award based upon its leasehold interest for such taking, without impairing any rights of LANDLORD for the taking of or injury to the reversion. In the event that a part of the demised premises shall be taken or condemned that (a) the part so taken includes the building on the demised premises or any part thereof or (b) the part so taken shall remove from the premises 20% or more of the front depth of the parking areas thereof, or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall result in cutting off direct access from the demised premises to any adjacent public street or highway, then and in any such event, the TENANT may at any time either prior to or within a period of sixty (60) days after the date when possession of the premises shall be required by the condemning authority elect to terminate this Lease, or if any option to purchase the premises is conferred upon the TENANT by any other provision of this Lease, may as an alternative to such termination of this Lease elect to purchase the demised premises in accordance with such purpose option. In the event that TENANT shall fail to exercise any such option to terminate this Lease or to purchase the premises or in the event that a part of the demised premises shall be taken or condemned under circumstances under which the TENANT will have no such option, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to such taking, to the extent that may have been necessary by such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease shall be submitted to the American Arbitration Society, whose decision shall be binding on the parties hereto.

Eminent Domain. If proceedings are currently pending or, before the wholeClosing proceedings are commenced, for the taking by exercise of the power of eminent domain of all or a part of the Property which, as reasonably determined by Buyer, would render the Property unacceptable to Buyer or unsuitable for Buyer’s intended use, Buyer shall have the right, by giving notice to Seller within thirty (30) days after Seller gives notice of the commencement of such proceedings to Buyer, to terminate this Agreement, in which event this Agreement shall terminate, the Deposit shall be returned to Buyer upon return of the Due Diligence Items, all other escrow documents and funds shall be returned by the Title Company and/or by Seller’s counsel, as applicable, to the party which delivered them into Escrow, the Equity Escrow Holder shall return the Escrowed Equity to Buyer, and thereafter neither party shall have any further obligation to the other except for the Surviving Obligations. If proceedings are currently pending or, before the Closing proceedings are commenced, for the taking by exercise of the power of eminent domain of less than such a material part of the Property, or if Buyer has the right to terminate this Agreement pursuant to the preceding sentence but Buyer does not exercise such right, then this Agreement shall remain in full force and effect and, at the Closing, the condemnation award (or, if not therefore received, the right to receive such portion of the award) payable on account of the taking shall be transferred or assigned to Buyer at Closing in the same manner as title to the Property is conveyed. Seller shall give notice to Buyer within three (3) business days after Seller’s receiving notice of the commencement of any proceedings for the taking by exercise of the power of eminent domain of all or any part of the demised premises Property. Notwithstanding anything to the contrary in the forgoing, any Eminent Domain proceedings or possible Eminent Domain proceedings which were disclosed in this Agreement, in any of the Due Diligence Items, or in any documents delivered to Buyer or made available to Buyer electronically on Seller’s cloud server shall be taken or condemned by any competent authority for any public use or purpose during the term of this Lease. TENANT reserves the unto itself not give Buyer the right to prosecute its claim for an terminate this Agreement, but rather at the Closing, the condemnation award based upon its leasehold interest for (or, if not therefore received, the right to receive such taking, without impairing any rights portion of LANDLORD for the award) payable on account of the taking of shall be transferred or injury assigned to Buyer at Closing in the same manner as title to the reversion. In the event that a part of the demised premises shall be taken or condemned that (a) the part so taken includes the building on the demised premises or any part thereof or (b) the part so taken shall remove from the premises 20% or more of the front depth of the parking areas thereof, or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall result in cutting off direct access from the demised premises to any adjacent public street or highway, then and in any such event, the TENANT may at any time either prior to or within a period of sixty (60) days after the date when possession of the premises shall be required by the condemning authority elect to terminate this Lease, or if any option to purchase the premises Property is conferred upon the TENANT by any other provision of this Lease, may as an alternative to such termination of this Lease elect to purchase the demised premises in accordance with such purpose option. In the event that TENANT shall fail to exercise any such option to terminate this Lease or to purchase the premises or in the event that a part of the demised premises shall be taken or condemned under circumstances under which the TENANT will have no such option, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to such taking, to the extent that may have been necessary by such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease shall be submitted to the American Arbitration Society, whose decision shall be binding on the parties heretoconveyed.

Eminent Domain. If the whole, all or any part of the demised premises Premises shall be taken or condemned by any competent authority for any public use conveyed as a result of the exercise of the power of eminent domain, the Lease shall terminate as to the part so taken as of the date of taking, and, in the case of a partial taking, either Landlord or purpose during the term of this Lease. TENANT reserves the unto itself Tenant shall have the right to prosecute its claim for an award based upon its leasehold interest for such taking, without impairing any rights of LANDLORD for terminate the taking of or injury Lease as to the reversionbalance of the Premises by written notice to the other within thirty (30) days after such date; provided, however, that a condition to the exercise by Tenant of such right to terminate shall be that the portion of the Premises taken or conveyed shall be of such extent and nature as substantially to handicap, impede or impair Tenant's use of the balance of the Premises. In the event that a part of any taking, Landlord shall be entitled to any and all compensation, damages, income, rent awards or any interest therein whatsoever which may be paid or made in connection therewith, and Tenant shall have no claim against Landlord for the value of any unexpired term of the demised premises Lease or otherwise, provided that Tenant shall be taken entitled to any and all compensation, damages, income, rent or condemned that (a) awards paid for or on account of Tenant's moving expenses, trade fixtures, equipment and any leasehold improvements in the part so taken includes Premises, the building on cost of which was borne by Tenant, to the demised premises or any part thereof or (b) the part so taken shall remove from the premises 20% or more extent of the front depth then unamortized value of such improvements for the remaining term of the parking areas thereof, or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall result in cutting off direct access from the demised premises to any adjacent public street or highway, then and in any such event, the TENANT may at any time either prior to or within a period of sixty (60) days after the date when possession of the premises shall be required by the condemning authority elect to terminate this Lease, or if any option to purchase the premises is conferred upon the TENANT by any other provision of this Lease, may as an alternative to such termination of this Lease elect to purchase the demised premises in accordance with such purpose option. In the event of a taking of the Premises which does not result in a termination of the Lease, the monthly rental herein shall be apportioned as of the date of such taking so that TENANT thereafter the rent to be paid by Tenant shall fail to exercise any such option to terminate this Lease or to purchase the premises or be in the event ratio that a part the area of the demised premises shall be Premises not so taken or condemned under circumstances under which bears to the TENANT will have no such option, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations total area of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately Premises prior to such taking, to the extent that may have been necessary by such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease shall be submitted to the American Arbitration Society, whose decision shall be binding on the parties hereto.

Eminent Domain. If the whole, all or any part of the demised premises Premises shall be taken or condemned by any competent public or quasi-public authority under the power of eminent domain or conveyance in lieu thereof, this Lease shall terminate as to any portion of the Premises so taken or conveyed on the date when title vests in the condemnor, and Landlord shall be entitled to any and all payment, income, rent, award, or any interest therein whatsoever which may be paid or made in connection with such taking or conveyance, and Tenant shall have no claim against Landlord or otherwise for the value of any public use or purpose during the unexpired term of this Lease. TENANT reserves Notwithstanding the unto itself foregoing paragraph, any compensation specifically awarded Tenant for loss of business, Tenant's personal property, moving cost or loss of goodwill, shall be and remain the property of Tenant. If (i) any action or proceeding is commenced for such taking of the Premises or any part thereof, or if Landlord is advised in writing by any entity or body having the right or power of condemnation of its intention to prosecute its claim for an award based upon its leasehold interest for such taking, without impairing any rights of LANDLORD for condemn the taking of or injury to the reversion. In the event that a part of the demised premises shall be taken or condemned that (a) the part so taken includes the building on the demised premises or any part thereof or (b) the part so taken shall remove from the premises 20% or more of the front depth of the parking areas thereof, or (cii) any of the part foregoing events occur with respect to the taking of any space in the Complex not leased hereby, or if any such spaces so taken or conveyed in lieu of such taking and Landlord shall consist of 25% or more decide to discontinue the use and operation of the total parking areaComplex, or (d) such partial taking shall result in cutting off direct access from decide to demolish, alter or rebuild the demised premises to any adjacent public street or highwayComplex, then and then, in any of such event, events Landlord shall have the TENANT may at any time either prior right to or terminate this Lease by giving Tenant written notice thereof within a period of sixty (60) days after of the date when possession of receipt of said written advice, or commencement of said action or proceeding, or taking conveyance, which termination shall take place as of the premises first to occur of the last day of the calendar month next following the month in which such notice is given or the date on which title to the Premises shall be required by vest in the condemning authority elect to terminate this Lease, or if any option to purchase the premises is conferred upon the TENANT by any other provision of this Lease, may as an alternative to such termination of this Lease elect to purchase the demised premises in accordance with such purpose optioncondemnor. In the event of such a partial taking or conveyance of the Premises, if the portion of the Premises taken or conveyed is so substantial that TENANT the Tenant can no longer reasonably conduct its business, Tenant shall fail have the privilege of terminating this Lease within sixty (60) days from the date of such taking or conveyance, upon written notice to exercise any Landlord of its intention so to do, and upon giving of such option notice this Lease shall terminate on the last day of the calendar month next following the month in which such notice is given, upon payment by Tenant of the rent from the date of such taking or conveyance to the date of termination. If a portion of the Premises be taken by condemnation or conveyance in lieu thereof and neither Landlord nor Tenant shall terminate this Lease or as provided herein, this Lease shall continue in full force and effect as to purchase the premises or in the event that a part of the demised premises Premises not so taken or conveyed, and the rent herein shall be apportioned as of the date of such taking or conveyance so that thereafter the rent to be paid by Tenant shall be in the ratio that the area of the portion of the Premises not so taken or condemned under circumstances under which conveyed bears to the TENANT will have no such option, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations total area of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately Premises prior to such taking, to the extent that may have been necessary by such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease shall be submitted to the American Arbitration Society, whose decision shall be binding on the parties hereto.

Eminent Domain. If In the whole, or any part event the whole of the demised premises Premises, the Building or the Project shall be taken under the power of eminent domain, or condemned by any competent authority for any public use or purpose during sold to prevent the term exercise thereof (collectively, a "Taking"), this Lease shall automatically terminate as of this Lease. TENANT reserves the unto itself the right to prosecute its claim for an award based upon its leasehold interest for date of such taking, without impairing any rights of LANDLORD for the taking of or injury to the reversionTaking. In the event that of a part Taking of such portion of the demised premises shall be taken Project, the Building or condemned that (a) the part so taken includes Premises as shall, in the building on the demised premises or any part thereof or (b) the part so taken shall remove from the premises 20% or more opinion of the front depth of the parking areas Landlord, substantially interfere with Landlord's operation thereof, or Landlord may terminate this Lease upon thirty (c30) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall result in cutting off direct access from the demised premises days' written notice to any adjacent public street or highway, then and in any such event, the TENANT may tenant given at any time either prior to or within a period of sixty (60) days after following the date when possession of the premises shall be required by the condemning authority elect to terminate this Lease, or if any option to purchase the premises is conferred upon the TENANT by any other provision such Taking. For purposes of this Lease, may as an alternative to the date of Taking shall be the earlier of the date of transfer of title resulting from such termination Taking or the date of this Lease elect to purchase the demised premises in accordance with transfer of possession resulting from such purpose optionTaking. In the event that TENANT shall fail to exercise any such option to terminate this Lease or to purchase the premises or in the event that a part portion of the demised premises shall be Premises is so taken or condemned under circumstances under which the TENANT will have no such optionand this Lease in not terminated, then and in either such event the LANDLORD Landlord shall, with reasonable promptnessdiligence, make necessary repairs proceed to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to such taking, restore (to the extent that may have been necessary permitted by such condemnationLaw and covenants, subject conditions and restrictions than applicable to the Project) the Premises (other than Tenant's personal property and fixtures, and tenant improvements not constituting Building Standard Installations) to a pro-rata reduction in rentalcomplete, functioning unit. Any dispute resulting from Section 9.3 In such case, the Basic Annual Rent shall be reduced proportionately based on the portion of the Premises so taken. If all or any portion of the Premises is the subject of a temporary Taking, this Lease shall remain in full force and effect, and Tenant shall continue to perform each of its obligations under this Lease; in such case, Tenant shall be submitted entitled to receive the entire award allocable to the American Arbitration Societytemporary Taking of the Premises. Except as provided herein, whose decision Tenant shall not assert any claim against Landlord or the condemning authority for, and hereby assigns to Landlord, any compensation in connection with any such Taking, and Landlord shall be binding on entitled to receive the parties heretoentire amount of any award therefor, without deduction for any estate or interest of Tenant. Nothing contained in this Paragraph 10 shall be deemed to give Landlord any interest in, or prevent Tenant from seeking any award against the condemning authority for the Taking of personal property or fixtures of Tenant or for relocation or business interruption expenses recoverable by Tenant from the condemning authority. This Paragraph 10 shall be Tenant's sole and exclusive remedy in the event of a Taking. Each party hereby waives the provisions of Sections 1265.130 and 1265.150 of the California Code of Civil Procedure and the provisions of any successor or other law of like import.

Eminent Domain. If In the whole, event the whole or any part of the demised premises Center is taken by right of eminent domain or any similar authority of law, the entire award for the value of the land and improvements so taken shall be belong to the Owner(s) of the property so taken or condemned to their Occupants, as their interest may appear, and no other Owner of land in the Center shall claim any portion of such award by virtue of any competent interest, easement or other right created by this Declaration; PROVIDED, HOWEVER, any such other Owner may file a collateral claim with the condemning authority for any public use or purpose during over and above the term value of this Lease. TENANT reserves the unto itself the right to prosecute its claim for an award based upon its leasehold interest for such taking, without impairing any rights of LANDLORD for the taking of or injury land and improvements being so taken to the reversionextent of any damage suffered by such Owner resulting from the severance of the area so taken, provided such collateral claim does not diminish the amount recoverable by the Owner(s) of the property so taken. In the event that of a part partial taking, the Owner(s) of the demised premises portion of the Center so condemned shall restore the remaining portion of the Center owned by such Owner(s), including improvements in the EXHIBIT F -33- PEREGRINE SYSTEMS CORPORATE CENTER [Peregrine Systems] Common Area, as nearly as possible to the condition existing just prior to such condemnation, without contribution from the Owners of the area not so taken and any condemnation award necessary therefore shall be taken or condemned held in trust and applied for such purpose; PROVIDED, HOWEVER, that (a) if any Mortgagee of any property in the part so taken includes Center makes the building on requirement pursuant to a provision in a Mortgage that the demised premises or any part thereof or (b) the part so taken shall remove from the premises 20% or more portion of the front depth of award representing compensation for severance damage to property not taken be paid to the parking areas thereof, or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall result in cutting off direct access from the demised premises to any adjacent public street or highwayMortgagee, then and in any the party required to make such event, the TENANT may at any time either prior to or within a period of sixty (60) days after the date when possession of the premises shall be required by the condemning authority elect to terminate this Lease, or if any option to purchase the premises is conferred upon the TENANT by any other provision of this Lease, may as an alternative payment to such termination Mortgagee shall not be obligated to restore the remaining portion of this Lease elect its Parcel(s) so taken, except to purchase the demised premises extent necessary to clear and pave for parking and/or landscape in accordance with such purpose option. In plans approved by the event that TENANT shall fail to exercise any such option to terminate this Lease or to purchase the premises or in the event that a part of the demised premises shall be taken or condemned under circumstances under which the TENANT will have no such option, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to such taking, to the extent that may have been necessary by such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease shall be submitted to the American Arbitration Society, whose decision shall be binding on the parties heretoCommittee.

Eminent Domain. If Tenant agrees that if the wholeBuilding, or any part so much of the demised premises Premises so as impair Tenant’s use of the Premises, shall be taken or condemned for public or quasi-public use or purpose by any competent authority, Tenant shall have no claim against the Landlord and shall not have any claim or right to any portion of the amount that may be awarded as damages or paid as a result of any such condemnation; and all rights of the Tenant to damages therefore, if any, are hereby assigned by the Tenant to the Landlord. Upon any condemnation or taking, affecting the whole or any substantial part of the Premises as provided above, the Term of this Lease shall cease and terminate unless the parties otherwise agree in writing. The Tenant shall have no claim for the value of any unexpected Term of this Lease. If less than the whole of the Building or substantial part of the Premises is taken or condemned by any governmental authority for any public or quasi-public use or purpose during the term of this Lease. TENANT reserves the unto itself the right to prosecute its claim for an award based upon its leasehold interest for such takingpurpose, without impairing any rights of LANDLORD for the taking of or injury to the reversion. In and in the event that a part of the demised premises neither Landlord not Tenant shall be taken or condemned that (a) the part so taken includes the building on the demised premises or any part thereof or (b) the part so taken shall remove from the premises 20% or more of the front depth of the parking areas thereof, or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall result in cutting off direct access from the demised premises to any adjacent public street or highway, then and in any such event, the TENANT may at any time either prior to or within a period of sixty (60) days after the date when possession of the premises shall be required by the condemning authority elect desire to terminate this Lease, or if any option to purchase then and in such event the premises is conferred upon Basic Rent shall be equitably adjusted on the TENANT by any other provision date when title vests in such governmental authority and the Lease shall otherwise continue in full force and effect. For purposes of this LeaseSection, may as an alternative to such termination of this Lease elect to purchase the demised premises in accordance with such purpose option. In the event that TENANT shall fail to exercise any such option to terminate this Lease or to purchase the premises or in the event that a substained part of the demised premises Building shall be considered to have been taken if twenty five percent (25%) or condemned under circumstances under which the TENANT will have no such option, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations more is taken. A substained portion of the improvements on Premises shall be deemed taken if more than twenty twenty five percent (25%) of the demised premises areas of available for parking are taken. Notwithstanding anything to the contrary contained herein. Tenant shall be entitled to pursue a separate claim for the purpose of restoring the same value or Tenant’s furnishings, equipment, movable trade fixtures which are not deemed pursuant to an economic architectural unit, susceptible this Lease to the same use as that which was in effect immediately prior to such taking, be Landlord’s property and then only to the extent that may have been necessary paid for by Tenant and provided such condemnation, subject claim shall in no manner diminish the award or other compensation to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease shall which Landlord would otherwise be submitted to the American Arbitration Society, whose decision shall be binding on the parties heretoentitled.

Eminent Domain. If the whole, whole or any part substantial part, in Lessor's reasonable discretion of the demised premises shall Premises should be taken or condemned by any competent authority for any public or quasi-public use under governmental law, ordinance or purpose regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “Taking”), this Lease shall terminate and the Rent shall be abated during the term of this Lease. TENANT reserves the unto itself the right to prosecute its claim for an award based upon its leasehold interest for such taking, without impairing any rights of LANDLORD for the taking of or injury to the reversion. In the event that a part of the demised premises shall be taken or condemned that (a) the part so taken includes the building on the demised premises or any part thereof or (b) the part so taken shall remove from the premises 20% or more of the front depth of the parking areas thereof, or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall result in cutting off direct access from the demised premises to any adjacent public street or highway, then and in any such event, the TENANT may at any time either prior to or within a period of sixty (60) days after the date when possession of the premises shall be required by the condemning authority elect to terminate this Lease, or if any option to purchase the premises is conferred upon the TENANT by any other provision unexpired portion of this Lease, may as an alternative to such termination effective when the physical taking of this Lease elect to purchase the demised premises in accordance with such purpose optionPremises shall occur. In the event that TENANT shall fail to exercise any such option to terminate this Lease or to purchase the premises or in the event that If there is a Taking of less than a substantial part of the demised premises Premises, this Lease shall be taken or condemned under circumstances under which not terminate, but the TENANT will have no such option, then and in either such event Rent payable hereunder during the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to such taking, to the extent that may have been necessary by such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 unexpired portion of this Lease shall be submitted reduced to such extent as may be fair and reasonable under all of the circumstances, including the proportion to the American Arbitration Societyreduction in utility of the Premises caused by such Taking. In the event of any such Taking, whose decision Lessor and Lessee shall each be entitled to receive and retain such separate awards and/or portion of lump sum awards as may be allocated to their respective interests in any condemnation proceedings. Lessor shall be binding entitled to any award and all damages payable as a result of any condemnation or taking of the fee of the Premises. Lessee shall have the right to claim and recover from the condemning authority, but not from Lessor, such compensation as may be separately awarded or recoverable by Lessee in Lessee’s own right on account of any and all damage to the parties heretoTank Farm Assets and/or Lessee’s business by reason of the condemnation, including loss of value of any unexpired portion of the Term, and for or on account of any cost or loss to which Lessee might be put in removing Lessee’s personal property, fixtures, leasehold improvements and equipment, including, without limitation, the Tank Farm Assets, from the Premises.

Eminent Domain. If the whole, or any part of the demised premises shall be taken or condemned by any competent authority for any public use or purpose during the term of this Lease. TENANT reserves the unto itself the right to prosecute its claim for an award based upon its leasehold interest for such taking, without impairing any rights of LANDLORD for the taking of or injury to the reversion. In the event that a part of the demised premises shall be taken or condemned that fifty percent (a50%) the part so taken includes the building on the demised premises or any part thereof or (b) the part so taken shall remove from the premises 20% percent or more of the front depth building’s net rentable area is condemned or taken in any manner (including, without limitation, any conveyance in lieu thereof) for any public or quasi-public use, the Lease Term shall cease and terminate as of the date title is vested in the condemning authority. If twenty-five percent (25%) or less of the building’s net rentable area is so condemned or taken, the Landlord may terminate this lease if it determines, in the reasonable exercise of its business judgment, that continued operation of the Premises under this Lease would be not be economical for the Landlord. If more than twenty-five percent (25%) of the building’s net rentable area is so condemned or taken, with the result that Tenant’s business is substantially and adversely affected thereby, or if such a portion of the parking areas thereofarea is so condemned or taken that the number of parking spaces remaining are less than the number required by applicable zoning or other code for the building and the appropriate variance cannot be obtained, then either Landlord or (c) the part so taken shall consist of 25% or more Tenant may terminate this Lease as of the total parking area, or (d) such partial taking shall result date title is vested in cutting off direct access from the demised premises to any adjacent public street or highway, then and in any such event, the TENANT may at any time either prior to or within a period of sixty (60) days after the date when possession of the premises shall be required by the condemning authority elect by written notice to terminate this Lease, or if any option to purchase the premises is conferred upon the TENANT by any other provision of this Lease, may as an alternative to such termination of within twenty (20) days thereafter. If this Lease elect to purchase is not terminated following such a condemnation or taking, Landlord, as soon as reasonably practicable after such condemnation or taking and the demised premises in accordance with such purpose option. In the event that TENANT determination and payment of Landlord’s award on account thereof, shall fail to exercise any such option to terminate this Lease or to purchase the premises or in the event that a part expend as much as may be necessary of the demised premises shall be taken or condemned under circumstances under net amount which the TENANT will have no such optionis awarded to Landlord and released by Landlord’s mortgagee, then and if any, in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to such takingrestoring, to the extent that originally constructed by Landlord (consistent, however, with zoning laws and building codes then in existence), so much of the building as was originally constructed by Landlord to an architectural unit as nearly like its condition prior to taking as shall be practicable. Should the net amount so awarded to Landlord be insufficient to cover the costs of restoring the building, in the reasonable judgment of Landlord, Landlord may, but shall have no obligation to, supply the amount of such insufficiency and restore the building to such an architectural unit, with all reasonable diligence, or Landlord may have been necessary terminate this Lease by giving notice to Tenant not later than a reasonable time after Landlord has determined the estimated net amount which may be awarded to Landlord and the estimated cost of such condemnationrestoration. If this Lease is not terminated as provided above, subject the Base Rent payable by Tenant shall be reduced in direct proportion to a pro-rata the reduction in rentalnet floor space of the building by reason of the condemnation or taking. Any dispute resulting from Section 9.3 of If this Lease is terminated as provided above, the Base Rent and other charges which are the obligation of Tenant hereunder shall be submitted apportioned and prorated accordingly as of the date of termination. The whole of any award or compensation for any portion of the Leased Premises taken, condemned or conveyed in lieu of taking or condemnation shall be solely the property of and payable to Landlord. Nothing herein to the American Arbitration Society, whose decision contrary contained shall be binding on deemed to preclude Tenant from seeking, at its own cost and expense, an award from the parties heretocondemning authority for loss of its business, the value of any trade fixtures or other personal property of Tenant in the Leased Premises or moving expenses or the difference, if any, between the rental rate provided for herein and the market rent which Tenant is required to pay upon relocation, provided that the award for any such claim or claims shall not be in diminution of the award made to Landlord.

Eminent Domain. If In the whole, or any part event the whole of the demised premises Premises, the Building or the Project shall be taken under the power of eminent domain, or condemned by sold to prevent the exercise thereof (collectively, a “Taking”), this Lease shall automatically terminate as of the date of such Taking. In the event a Taking of a portion of the Project, the Building or the Premises shall, in the reasonable opinion of Landlord, substantially interfere with Landlord’s operation thereof, Landlord may terminate this Lease upon thirty (30) days’ written notice to Tenant given at any competent authority for any public use or purpose during time within sixty (60) days following the term date of such Taking. For purposes of this Lease. TENANT reserves , the unto itself date of Taking shall be the right to prosecute its claim for an award based upon its leasehold interest for earlier of the date of transfer of title resulting from such taking, without impairing any rights Taking or the date of LANDLORD for the taking transfer of or injury to the reversionpossession resulting from such Taking. In the event that a part portion of the demised premises shall be taken or condemned that (a) the part Premises is so taken includes the building on the demised premises or any part thereof or (b) the part so taken shall remove from the premises 20% or more of the front depth of the parking areas thereof, or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall result in cutting off direct access from the demised premises to any adjacent public street or highway, then and in any such event, the TENANT may at any time either prior to or within a period of sixty (60) days after the date when possession of the premises shall be required by the condemning authority elect to terminate this Lease, or if any option to purchase the premises is conferred upon the TENANT by any other provision of this Lease, may as an alternative to such termination of this Lease elect to purchase the demised premises in accordance with such purpose option. In the event that TENANT shall fail to exercise any such option to terminate this Lease or to purchase the premises or in the event that a part of the demised premises shall be taken or condemned under circumstances under which the TENANT will have no such optionis not terminated, then and in either such event the LANDLORD Landlord shall, with reasonable promptnessdiligence, make necessary repairs use commercially reasonable efforts to and alterations of the improvements on the demised premises for the purpose of restoring the same proceed to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to such taking, restore (to the extent that may have been necessary permitted by such condemnationLaw and covenants, subject conditions and restrictions then applicable to the Project) the Premises (other than Tenant’s personal property and fixtures, and above-standard tenant improvements) to a pro-rata reduction in rentalcomplete, functioning unit. Any dispute resulting from Section 9.3 In such case, the Basic Annual Rent shall be reduced proportionately based on the portion of the Premises so taken. If all or any portion of the Premises is the subject of a temporary Taking, this Lease shall remain in full force and effect and Tenant shall continue to perform each of its obligations under this Lease; in such case, Tenant shall be submitted entitled to receive the entire award allocable to the American Arbitration Societytemporary Taking of the Premises. Except as provided herein, whose decision Tenant shall not assert any claim against Landlord or the condemning authority for, and hereby assigns to Landlord, any compensation in connection with any such Taking, and Landlord shall be binding on entitled to receive the parties heretoentire amount of any award therefor, without deduction for any estate or interest of Tenant. Nothing contained in this Paragraph 10 shall be deemed to give Landlord any interest in, or prevent Tenant from seeking any award against the condemning authority for the Taking of personal property, fixtures, above standard tenant improvements of Tenant or for relocation or moving expenses recoverable by Tenant from the condemning authority. This Paragraph 10 shall be Tenant’s sole and exclusive remedy in the event of a Taking.

Eminent Domain. If the wholewhole of the Premises, or so much thereof as to render the balance unusable by the Lessee, shall be taken under power of eminent domain, this Lease shall automatically terminate as of the date of such condemnation, or as of the date possession is taken by the condemning authority, whichever is earlier. No award for any partial or entire taking shall be apportioned, and the Lessee hereby assigns to the Lessor any award which may be made in such taking or condemnation, together with any and all rights of the Lessee now or hereafter arising in or to the same or any part thereof; provided, however, that nothing contained herein shall be deemed to give the Lessor any interest in or to require the Lessee to assign to the Lessor any award made to the Lessee for its relocation expenses, the taking of personal property and fixtures belonging to the Lessee, the interruption of or damage to the Lessee's business and/or for the Lessee's unamortized cost of leasehold improvements. The unamortized portion of the demised premises Lessee's expenditures for improving the Premises shall be taken or condemned determined by any competent authority for any public use or purpose during multiplying such expenditures by a fraction, the numerator of which shall be the number of years of the term of this Lease. TENANT reserves Lease which shall not have expired at the unto itself time of such appropriation or taking and the right to prosecute its claim for an award based upon its leasehold interest for such taking, without impairing any rights denominator of LANDLORD for which shall be the taking number of or injury to the reversion. In the event that a part years of the demised premises shall be taken or condemned that (a) the part so taken includes the building on the demised premises or any part thereof or (b) the part so taken shall remove from the premises 20% or more of the front depth of the parking areas thereof, or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall result in cutting off direct access from the demised premises to any adjacent public street or highway, then and in any such event, the TENANT may at any time either prior to or within a period of sixty (60) days after the date when possession of the premises shall be required by the condemning authority elect to terminate this Lease, or if any option to purchase the premises is conferred upon the TENANT by any other provision of this Lease, may as an alternative to such termination term of this Lease elect to purchase which shall not have expired at the demised premises in accordance with such purpose optiontime of improving the Premises. In the no event that TENANT shall fail options to exercise any such option to terminate this Lease renew or to purchase the premises or in the event that a part of the demised premises shall extend be taken or condemned under circumstances under which into consideration in determining the TENANT will have no such option, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs payment to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible be made to the same use as that which was Lessee. The Lessee's right to receive compensation or damages for its fixtures and personal property shall not be affected in effect immediately prior to such taking, to the extent that may have been necessary by such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease shall be submitted to the American Arbitration Society, whose decision shall be binding on the parties heretoany manner thereby.

Eminent Domain. If the whole, all or any part of the demised premises Premises, the Building or the Common Areas shall be taken or condemned by any competent authority for any public use conveyed as a result of the exercise of the power of eminent domain, this Lease shall terminate as to the part so taken as of the date of taking, and, in the case of a partial taking, either Landlord or purpose during the term of this Lease. TENANT reserves the unto itself Tenant shall have the right to prosecute its claim for an award based upon its leasehold interest for such taking, without impairing any rights of LANDLORD for the taking of or injury terminate this Lease as to the reversionbalance of the Premises by written notice to the other within thirty (30) days after such date; provided, however, that a condition to the exercise by either party of such right to terminate shall be that the portion of the Premises, the Building or the Common Areas taken or conveyed shall be of such extent and nature as to handicap, impede or impair Tenant’s use of the balance of the Premises for Tenant’s Use. In the event of any taking, Landlord shall be entitled to any and all compensation, damages, income, rent awards or any interest therein whatsoever which may be paid or made in connection therewith, and Tenant shall have no claim against Landlord for the value of any unexpired term of this Lease or otherwise, provided that Tenant shall be entitled to any and all compensation, damages, income, rent or awards paid for or on account of Tenant’s moving expenses, trade fixtures, equipment and any leasehold improvements in the Premises, the cost of which was borne by Tenant. In the event of a part taking of the demised premises shall be taken or condemned that (a) the part so taken includes the building on the demised premises or any part thereof or (b) the part so taken shall remove from the premises 20% or more of the front depth of the parking areas thereof, or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall Premises which does not result in cutting off direct access from the demised premises to any adjacent public street or highway, then and in any such event, the TENANT may at any time either prior to or within a period of sixty (60) days after the date when possession of the premises shall be required by the condemning authority elect to terminate this Lease, or if any option to purchase the premises is conferred upon the TENANT by any other provision termination of this Lease, may the monthly rental herein shall be apportioned as an alternative of the date of such taking so that thereafter the Rents to such termination of this Lease elect to purchase the demised premises in accordance with such purpose option. In the event that TENANT be paid by Tenant shall fail to exercise any such option to terminate this Lease or to purchase the premises or be in the event ratio that a part the area of the demised premises shall be Premises not so taken or condemned under circumstances under which bears to the TENANT will have no such option, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations total area of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately Premises prior to such taking, to the extent that may have been necessary by such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease shall be submitted to the American Arbitration Society, whose decision shall be binding on the parties hereto.

Eminent Domain. If the wholeIf, or at any part of the demised premises shall be taken or condemned by any competent authority for any public use or purpose time during the term of this Lease. TENANT reserves , title to a substantial portion of the unto itself Premises (meaning thereby so much as shall render the remaining portion substantially unusable by the Tenant for the purposes set forth in Section 3) shall be taken by exercise of the right to prosecute condemnation or eminent domain or by agreement between Landlord and those authorized to exercise such right (all such proceedings being collectively referred to as a “Taking”), this Lease shall terminate and expire on the date of such Taking and rent shall be apportioned and paid to the date of such Taking. Except as expressly set forth below, any award for the value of the Premises, land, buildings and improvements, and loss of rent from Tenant, shall belong to Landlord, and Tenant shall not be entitled to share in any such award. To the extent such compensation award or recovery to Tenant does not diminish the amount of the compensation award or recovery otherwise awardable to Landlord, Tenant shall have the right to claim and recover from the condemning authority, but not from the Landlord, such compensation as may be separately awarded or recoverable by Tenant in Tenant’s own right on account of any and all damage to Tenant’s business by reason of any condemnation, for and on account of any cost or loss to which Tenant might be put in relocating its claim business or removing Tenant’s merchandise, furniture, fixtures and equipment from the Premises, for an award based upon its any cost or loss to Tenant’s improvements, or for loss of the value, if any, of Tenant’s leasehold interest for such taking, without impairing any rights of LANDLORD for at the taking of or injury to the reversion. In the event that a part time of the demised premises Taking. If the title to less than a “substantial portion” of the Premises shall be taken or condemned in condemnation so that (a) the part so taken includes business conducted on said Premises can be continued without material diminution, this Lease shall continue in full force and effect. If the building on Taking does not amount to a substantial portion but does materially adversely affect the demised premises or any part thereof or (b) the part so taken shall remove from the premises 20% or more of the front depth of the parking areas thereof, or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall result in cutting off direct access from the demised premises Tenant’s ability to any adjacent public street or highway, then and in any such eventconduct its business, the TENANT may at any time either prior to or within a period of sixty (60) days rent from and after the date when possession of the premises vesting of title in the condemnor shall be required by equitably adjusted to reflect the condemning authority elect to terminate this Lease, or if any option to purchase the premises is conferred upon the TENANT by any other provision of this Lease, may as an alternative to such termination of this Lease elect to purchase the demised premises in accordance with such purpose option. In the event that TENANT shall fail to exercise any such option to terminate this Lease or to purchase the premises or in the event that a part diminished value of the demised premises shall be taken or condemned under circumstances under which Premises to the TENANT will have no such option, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations Tenant as a direct result of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to such taking, to the extent that may have been necessary by such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease shall be submitted to the American Arbitration Society, whose decision shall be binding on the parties hereto.

Eminent Domain. If the whole, whole or any part of the demised premises Leased Premises shall be taken or condemned by any competent authority for any public or quasi-public use under any statute or purpose during the term by right of this Lease. TENANT eminent domain or by private purchase in lieu thereof, Tenant reserves the unto itself the right to prosecute its claim for an award based upon injury caused to its leasehold interest for by such taking, without impairing any rights of LANDLORD Landlord for the taking of or injury to the reversion. In the event that a part of the demised premises Leased Premises shall be so taken or condemned that (a) the part so taken includes the building or Premises on the demised premises Leased Premises or any part thereof or (b) the part so taken shall remove from the premises 20% ten percent(10%) or more of the front from depth of the parking areas thereof, Leased Premises or (c) the that part so taken shall consist of twenty-five percent (25% %) or more of the total parking area, Premises or (d) such partial taking part so taken shall result in cutting off direct access from the demised premises Leased Premises to any adjacent public street or highwayhighway or (e) such taking makes the carrying on of Tenant's business impractical, then then, and in any such event, the TENANT Tenant may at any time either prior to or within a period of sixty (60) days after the date when possession of the premises Leased Premises shall be required by the condemning taking authority elect to terminate this Lease, or if any option to purchase the premises is conferred upon the TENANT by any other provision of this Lease, may as an alternative to such termination of this Lease elect to purchase the demised premises in accordance with such purpose option. In the event that TENANT Tenant shall fail to exercise any such option to terminate this Lease or to purchase the premises or in the event that a part of the demised premises Leased Premises shall be taken or condemned under circumstances under which the TENANT Tenant will have no such option, then and in either such event the LANDLORD Landlord shall, at its own cost and expense and with reasonable promptness, make necessary repairs to and alterations restore the remaining portion of the Leased Premises to the extent necessary to reconstitute the improvements on the demised premises for the purpose of restoring the same to an economic thereon as a complete architectural unit, susceptible to the same use as that which was in effect immediately prior to such taking, taking and the Rent payable under the provisions of the lease shall be equitably reduced according to the extent that may have been necessary by such condemnation, subject to a pro-rata reduction decrease in rental. Any dispute resulting from Section 9.3 the utility of this Lease shall be submitted to the American Arbitration Society, whose decision shall be binding on Leased Premises for Tenant's intended use and the parties heretoeffect thereof upon the business of Tenant.

Eminent Domain. If the whole, or any part over ten percent (10%) of the demised premises Premises or ten percent (10%) of the parking spaces serving the Premises shall be taken or condemned by appropriated under the power of eminent domain or conveyed in lieu thereof, Tenant shall have the right to terminate this Lease at its option; however, Tenant’s right to terminate due to a taking of over ten percent (10%) of the parking spaces shall be void if either: (i) Landlord builds a parking structure on the Land to replace said spaces within ninety (90) days of the taking subject to Tenant’s reasonable approval of the design, location and construction of said structure; or (ii) if such a parking structure cannot be built within said ninety (90) day period, Landlord agrees in writing within such ninety (90) day period to build such a parking structure within two hundred seventy (270) days of the taking and provides valet parking during Business Hours (at no cost or expense to Tenant) for the number of cars which is equal to the number of parking spaces which have been so taken or appropriated, and if Landlord agrees to so build a parking structure it shall promptly commence and diligently pursue the building of such parking structure to completion. In either of such events, Landlord shall receive (and Tenant shall assign to Landlord upon demand from Landlord) any competent authority income, rent, award or any interest therein which may be paid in connection with the exercise of such power of eminent domain, and Tenant shall have no claim against Landlord for any public use part of sum paid by virtue of such proceedings, whether or purpose during not attributable to the value of the unexpired term of this Lease. TENANT reserves Lease except that Tenant shall be entitled to petition the unto itself the right to prosecute its claim for an award based upon its leasehold interest for such taking, without impairing any rights of LANDLORD condemning authority for the taking following : (i) the then unamortized cost of any Alterations or injury tenant improvements paid for by Tenant from its own funds (as opposed to any allowance provided by Landlord); (ii) the reversion. In the event that a part value of Tenant’s trade fixtures; (iii) Tenant’s relocation costs; (iv) Tenant’s goodwill, loss of business and business interruption; and (v) one-half of the demised premises shall be taken or condemned that amount which is the lesser of (a) the part so taken includes the building on the demised premises or any part thereof bonus value of this Lease, or (b) the amount of the award in excess of the sum of amounts payable to Landlord’s ground lessor (if any) and any holder of a mortgage or other third party lien encumbering Landlord’s ground lease estate or fee simple ownership in the Property. If a part of the Premises shall be so taken or appropriated or conveyed and neither party hereto shall remove from the premises 20% or more of the front depth of the parking areas thereof, or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall result in cutting off direct access from the demised premises to any adjacent public street or highway, then and in any such event, the TENANT may at any time either prior to or within a period of sixty (60) days after the date when possession of the premises shall be required by the condemning authority elect to terminate this LeaseLease and the Premises have been damaged as a consequence of such partial taking or appropriation or conveyance, Landlord shall restore the Premises continuing under this Lease at Landlord’s cost and expense; provided, however, that Landlord shall not be required to repair or if restore any option injury or damage to purchase the premises is conferred upon property of Tenant or to make any repairs or restoration of any Alterations installed on the TENANT Premises by any other provision or at the expense of Tenant. Thereafter, the Rent and Additional Charges to be paid under this LeaseLease for the remainder of the Term shall be proportionately reduced, may as an alternative such that thereafter the amounts to be paid by Tenant shall be in the ratio that they are of the portion of the Premises not so taken bears to the total area of the Premises prior to such termination taking. Notwithstanding anything to the contrary contained in this Paragraph 21, if the temporary use or occupancy of this Lease elect to purchase the demised premises in accordance with such purpose option. In the event that TENANT shall fail to exercise any such option to terminate this Lease or to purchase the premises or in the event that a part of the demised premises Premises shall be taken or condemned appropriated under circumstances under which power of eminent domain during the TENANT will have no such optionTerm, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to such taking, to the extent that may have been necessary by such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease shall be submitted and remain unaffected by such taking or appropriation and Tenant shall continue to pay in full all Rent and Additional Charges payable hereunder by Tenant during the American Arbitration SocietyTerm; in the event of any such temporary appropriation or taking, whose decision Tenant shall be binding on entitled to receive that portion of any award which represents compensation for the parties heretouse of or occupancy of the Premises during the Term, and Landlord shall be entitled to receive that portion of any award which represents the cost of restoration of the Premises and the use and occupancy of the Premises after the end of the Term. If such temporary taking is for a period longer than ninety (90) days and unreasonably interferes with Tenant’s use of the Premises or the Project Common Areas, then Tenant shall have the right to terminate the Lease unless, if applicable, Landlord agrees to provide valet parking (at no cost to Tenant) in the same as described in clause (ii) of the first sentence of this Paragraph.

Eminent Domain. (a) If the whole, all or any part of the demised premises Demised Premises shall be taken or condemned by any competent authority for any public or quasi-public use or purpose during the term of this Lease. TENANT reserves the unto itself the right to prosecute its claim for an award based upon its leasehold interest for such taking, without impairing any rights of LANDLORD for the taking of or injury to the reversion. In the event that a part by virtue of the demised premises exercise of the power of eminent domain or by private purchase in lieu thereof, this Lease shall be taken or condemned that (a) terminate as to the part so taken includes as of the building on date of taking, and, in the demised premises case of a partial taking, either Landlord or any part thereof or Tenant shall have the right to terminate this Lease as to the balance of the Demised Premises by written notice to the other within thirty (b30) days after such date; provided, however, that a condition to the part so exercise by Tenant of such right to terminate shall be that the portion of the Demised Premises taken shall remove from the premises 20% be of such extent and nature as materially to handicap, impede or more impair Tenant's use of the front depth balance of the parking areas thereof, or (c) the part so taken shall consist of 25% or more Demised Premises for its normal business operations. If title to a portion of the total parking areaBuilding or Project is taken (even if no part of the Demised Premises is taken) and such taking results in a material adverse affect to Tenant's use and occupancy of the Demised Premises or Tenant's access to the Building Parking Facilities or the Demised Premises (and Landlord does not alleviate the effects of such taking by repairs or replacements made within a reasonable time after such taking), or Tenant may terminate this Lease by written notice thereof to Landlord within seventy-five (d75) days after the date of such partial taking shall result in cutting off direct access from the demised premises taking; provided, however, Landlord may nullify such termination by Tenant by giving written notice to any adjacent public street or highwayTenant within ten (10) days after receipt of such termination notice that such material adverse affect will be so alleviated as soon as reasonably possible, then and in any event within three hundred fifty-five (355) days of the date of such eventnullification notice. If title to so much of the Building is taken that a reasonable amount of reconstruction thereof will not in Landlord's sole discretion result in the Building being a practical improvement and reasonably suitable for use for the purpose for which it is designed, and provided Landlord elects not to reconstruct the TENANT may at remaining portion of the Building for general office use and terminates the leases of all tenants of the Building whose premises (or any time either prior portion thereof) are so taken, then Landlord shall have the right to or terminate this Lease by written notice to Tenant within a period of sixty (60) days after the date when possession of the premises shall be required by the condemning authority elect to terminate this Lease, or if any option to purchase the premises is conferred upon the TENANT by any other provision of this Lease, may as an alternative to such termination of this Lease elect to purchase the demised premises in accordance with such purpose option. In the event that TENANT shall fail to exercise any such option to terminate this Lease or to purchase the premises or in the event that a part of the demised premises shall be taken or condemned under circumstances under which the TENANT will have no such option, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to such taking, to the extent that may have been necessary by such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease shall be submitted to the American Arbitration Society, whose decision shall be binding on the parties hereto.

Eminent Domain. If a portion of the wholePremises materially and adversely affecting the operation of Lessee's business from the Premises is taken or appropriated for any public or quasi-public use under the power of eminent domain, or conveyed in lieu thereof, Lessee shall have the right, at its option, to terminate this Lease by written notice to Lessor given within ten (10) days of the date of such taking, appropriation or conveyance. If any substantial part of the demised premises Building or the Project other than the Premises is so taken, appropriated or conveyed, Lessor shall be taken or condemned by any competent authority for any public use or purpose during have the term of right at its option to terminate this Lease. TENANT reserves the unto itself the right to prosecute its claim for an award based upon its leasehold interest for such taking, without impairing any rights of LANDLORD for the taking of or injury Notwithstanding anything to the reversioncontrary contained in this Article, Lessor shall not be permitted to terminate this Lease following condemnation to portions of the Project other than the Premises unless Lessor also concurrently terminates the leases of all similarly affected Building tenants. If this Lease is terminated as provided above: (i) the termination shall be effective as of the date upon which title to the Premises, the Building, the Project, or a portion thereof, passes to and vests in the condemnor or the effective date of any order for possession if issued prior to the date title vests in the condemnor; (ii) Lessor shall refund to Lessee any prepaid but unearned Rentals and the unused balance of the Security Deposit; and (iii) Lessee shall pay to Lessor any Rentals or other charges due Lessor under the Lease, prorated as of the date of taking. In the event that a part of the demised premises any such taking, appropriation or conveyance in lieu thereof, (i) Lessor shall be taken or condemned that (a) entitled to the part so taken includes the building on the demised premises entirety of any and all income, rent, award, or any part thereof interest therein whatsoever which may be paid or made (bthe "Award") in connection therewith (including, without limitation, any Award attributable to the part so taken shall remove from the premises 20% or more value of the front depth any unexpired Term of the parking areas thereof, or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall result in cutting off direct access from the demised premises to any adjacent public street or highway, then and in any such event, the TENANT may at any time either prior to or within a period of sixty (60) days after the date when possession of the premises shall be required by the condemning authority elect to terminate this Lease), or if and Lessee shall have no claim against Lessor for (and hereby assigns to Lessor any option claim which Lessee may have for) any Award attributable to purchase the premises is conferred upon the TENANT by value of any other provision unexpired Term of this Lease, may as an alternative and Lessee shall be entitled to such termination make a claim for any separate award attributable to any taking of Lessee's trade fixtures and any amount allocable to the then unamortized cost of any Lessee Improvements made by Lessee at Lessee's cost (based upon monthly straight line amortization over the initial eighty-four (84) month Lease Term); and (ii) if this Lease elect is not terminated as provided above, the Rental thereafter to purchase be paid hereunder for the demised premises in accordance with such purpose option. In the event that TENANT Premises shall fail to exercise any such option to terminate this Lease or to purchase the premises or be reduced in the event same ratio that a part the percentage of the demised premises shall be taken or condemned under circumstances under which the TENANT will have no such option, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations area of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unitPremises so taken, susceptible appropriated or conveyed bears to the same use as that which was in effect total area of the Premises immediately prior to such the taking, appropriation or conveyance. In addition, if any Rentable Area in the Building containing the Premises is so taken, appropriated or conveyed and this Lease is not terminated by Lessor, Lessee's Percentage Share of Excess Expenses shall be adjusted pursuant to Article 7. Notwithstanding this Article 24 above, upon a temporary taking of all or any portion of the Premises, the Lease shall remain in effect and Lessee shall continue to pay and be liable for all Rentals under this Lease. Upon such temporary taking, Lessee shall be entitled to any Award for the temporary use of the portion of the Premises taken which is attributable to the extent that may have been necessary by such condemnationperiod prior to the date of Lease Termination, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease and Lessor shall be submitted entitled to any portion of the Award for such use attributable to the American Arbitration Societyperiod after Lease Termination. As used in this paragraph, whose decision a temporary taking shall mean a taking for a period of two hundred seventy (270) days or less and does not include a taking which is to last for an indefinite period and/or which will terminate only upon the happening of a specified event unless it can be binding on determined at the parties heretotime of the taking when such event will occur.

Eminent Domain. If the wholeProject, or any part of the demised premises thereof, shall be condemned or otherwise taken for public or condemned by any competent authority for any quasi-public use under the power of eminent domain, or purpose during the term of this Lease. TENANT reserves the unto itself the right to prosecute its claim for an award based upon its leasehold interest for such takingbe transferred in lieu thereof, without impairing any rights of LANDLORD all damages or other amounts awarded for the taking of of, or injury to to, the reversion. In the event that a part of the demised premises Project shall be taken or condemned that paid to Lender, and Lender shall have the right, in its sole and absolute discretion, to apply the amounts so received against (a) the part so taken includes the building on the demised premises or any part thereof or costs and expenses of Lender, including reasonable attorneys’ fees incurred in connection with collection of such amounts and (b) the part so taken balance against the Obligations; provided, however, that if (i) no Potential Default or Event of Default shall remove from have occurred and be continuing hereunder, (ii) Borrower provides evidence satisfactory to Lender of Borrower’s ability to pay all amounts becoming due under this Loan Agreement during the premises 20% pendency of any restoration or more repairs to or replacement of the front depth Project, and (iii) Lender determines that the proceeds of such award are sufficient to restore, repair, replace and rebuild the parking areas thereofProject as nearly as possible to its value, or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall result in cutting off direct access from the demised premises to any adjacent public street or highway, then condition and in any such event, the TENANT may at any time either prior to or within a period of sixty (60) days after the date when possession of the premises shall be required by the condemning authority elect to terminate this Lease, or if any option to purchase the premises is conferred upon the TENANT by any other provision of this Lease, may as an alternative to such termination of this Lease elect to purchase the demised premises in accordance with such purpose option. In the event that TENANT shall fail to exercise any such option to terminate this Lease or to purchase the premises or in the event that a part of the demised premises shall be taken or condemned under circumstances under which the TENANT will have no such option, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect character immediately prior to such taking, or, if the proceeds of such award are insufficient for such purpose, if Borrower provides additional sums to Lender’s reasonable satisfaction so that the aggregate of such sums and the proceeds of such award will be sufficient for such purpose, the proceeds of such award, together with additional sums provided by Borrower, shall be placed in a designated Account (the “Loss Proceeds Account”) for the benefit of Lender and Borrower to be used to restore, repair, replace and rebuild the Project as nearly as possible to its value, condition and character immediately prior to such taking, and any withdrawals from the Loss Proceeds Account shall be subject to the extent satisfaction of all conditions imposed by Lender using Lender’s standard construction loan advance procedures. Borrower hereby covenants to diligently prosecute any restoration, repairs or replacement of the Project undertaken by or on behalf of Borrower pursuant to this Section 4.22, and agrees that may have been necessary by all such condemnationwork shall be conducted pursuant to written contracts, subject to a pro-rata reduction Xxxxxx’s prior written approval of such contracts, and free and clear of all mechanic’s or materialmen’s or other liens or lien claims arising from such work. In the event any condemnation proceeds remain following the restoration, repair or replacement of the Project, such proceeds shall be applied against the Obligations in rental. Any dispute resulting from Section 9.3 accordance with the terms of this Lease shall be submitted to the American Arbitration Society, whose decision shall be binding on the parties heretoLoan Agreement.

Eminent Domain. Section 11.1 If the whole, or any part whole of the demised premises Real Property, the Building or the Premises shall be taken acquired or condemned by any competent authority for any public or quasi-public use or purpose during purpose, this Lease and the term Term shall end as of this Leasethe date of the vesting of title with the same effect as if said date were the Expiration Date. TENANT reserves the unto itself the right to prosecute its claim for an award based upon its leasehold interest for such taking, without impairing any rights of LANDLORD for the taking of or injury to the reversion. In the event that If only a part of the demised premises Real Property and not the entire Premises shall be taken so acquired or condemned that then, (a1) except as hereinafter provided in this Section 11.1, this Lease and the Term shall continue in force and effect but, if a part of the Premises is included in the part of the Real Property so taken includes acquired or condemned, from and after the building on date of the demised premises or any part thereof or (b) vesting of title, the Fixed Rent and the Space Factor shall be reduced in the proportion which the area of the part so taken shall remove from the premises 20% or more of the front depth Premises so acquired or condemned bears to the total area of the parking areas thereof, Premises immediately prior to such acquisition or (c) condemnation and Tenant’s Share shall be redetermined based upon the part so taken shall consist of 25% or more proportion in which the ratio between the rentable area of the total parking areaPremises remaining after such acquisition or condemnation bears to the rentable area of the Building remaining after such acquisition or condemnation; (2) whether or not the Premises shall be affected thereby, or (d) such partial taking shall result in cutting off direct access from the demised premises Landlord, at Landlord’s option, may give to any adjacent public street or highwayTenant, then and in any such event, the TENANT may at any time either prior to or within a period of sixty (60) days after next following the date when possession upon which Landlord shall have received notice of the premises shall be required by the condemning authority elect to terminate this Leasevesting of title, or if any option to purchase the premises is conferred upon the TENANT by any other provision a ninety (90) days’ notice of this Lease, may as an alternative to such termination of this Lease if Landlord shall elect to purchase terminate leases (including this Lease), affecting at least fifty percent (50%) of the demised premises rentable area of the Building; and (3) if the part of the Real Property so acquired or condemned shall contain more than fifteen percent (15%) of the total area of the Premises immediately prior to such acquisition or condemnation, or if, by reason of such acquisition or condemnation, Tenant no longer has reasonable means of access to the Premises or if, in accordance Tenant’s reasonable opinion, the portion of the Premises remaining shall be inadequate for Tenant to conduct its business at the Premises or if a temporary taking of the Premises is in excess of one hundred eighty (180) days, Tenant, at Tenant’s option, may give to Landlord, within sixty (60) days next following the date upon which Tenant shall have received notice of vesting of title, a thirty (30) days’ notice of termination of this Lease. If any such thirty (30) days’ notice of termination is given, by Landlord or Tenant, this Lease and the Term shall come to an end and expire upon the expiration of said thirty (30) days with the same effect as if the date of expiration of said thirty (30) days were the Expiration Date. If a part of the Premises shall be so acquired or condemned and this Lease and the Term shall not be terminated pursuant to the foregoing provisions of this Section 11.1, Landlord, at Landlord’s expense, shall restore that part of the Premises not so acquired or condemned to a self-contained rental unit to a condition similar to that on the Commencement Date exclusive of Tenant’s Alterations, except that if such purpose optionacquisition or condemnation occurs prior to completion of the Initial Alterations, Landlord shall only be required to restore that part of the Premises not so acquired or condemned to a self-contained rental unit exclusive of Tenant’s Alterations. In the event that TENANT shall fail to exercise of any such option to terminate this Lease or to purchase the premises or in the event that a part of the demised premises shall be taken or condemned under circumstances under which the TENANT will have no such option, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to such taking, to the extent that may have been necessary by such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 termination of this Lease and the Term pursuant to the provisions of this Section 11.1, the Fixed Rent shall be submitted to apportioned as of the American Arbitration Societyearlier of (i) the date of sooner termination or (ii) vesting of title, whose decision and any prepaid portion of Fixed Rent or Escalation Rent for any period after such date shall be binding on the parties heretorefunded by Landlord to Tenant.

Eminent Domain. If the whole, whole or any part substantial part, in Lessor’s discretion of the demised premises shall Premises should be taken or condemned by any competent authority for any public or quasi-public use under governmental law, ordinance or purpose regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “Taking”), this Lease shall terminate and the Rent shall be abated during the term of this Lease. TENANT reserves the unto itself the right to prosecute its claim for an award based upon its leasehold interest for such taking, without impairing any rights of LANDLORD for the taking of or injury to the reversion. In the event that a part of the demised premises shall be taken or condemned that (a) the part so taken includes the building on the demised premises or any part thereof or (b) the part so taken shall remove from the premises 20% or more of the front depth of the parking areas thereof, or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall result in cutting off direct access from the demised premises to any adjacent public street or highway, then and in any such event, the TENANT may at any time either prior to or within a period of sixty (60) days after the date when possession of the premises shall be required by the condemning authority elect to terminate this Lease, or if any option to purchase the premises is conferred upon the TENANT by any other provision unexpired portion of this Lease, may as an alternative to such termination effective when the physical taking of this Lease elect to purchase the demised premises in accordance with such purpose optionPremises shall occur. In the event that TENANT shall fail to exercise any such option to terminate this Lease or to purchase the premises or in the event that If there is a Taking of less than a substantial part of the demised premises Premises, this Lease shall be taken or condemned under circumstances under which not terminate, but the TENANT will have no such option, then and in either such event Base Rent payable hereunder during the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to such taking, to the extent that may have been necessary by such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 unexpired portion of this Lease shall be submitted reduced to such extent as may be fair and reasonable under all of the circumstances. In the event of any such Taking, Lessor and Lessee shall each be entitled to receive and retain such separate awards and/or portion of lump sum awards as may be allocated to their respective interests in any condemnation proceedings. Lessor shall be entitled to any award and all damages payable as a result of any condemnation or taking of the fee of the Premises. Lessee shall have the right to claim and recover from the condemning authority, but not from Lessor, such compensation as may be separately awarded or recoverable by Lessee in Lessee’s own right on account of any and all damage to the American Arbitration SocietyTerminal Facilities and/or Lessee’s business by reason of the condemnation, whose decision shall including loss of value of any unexpired portion of the Term, and for or on account of any cost or loss to which Lessee might be binding on put in removing Lessee’s personal property, fixtures, leasehold improvements and equipment, including, without limitation, the parties heretoTerminal Facilities, from the Premises.

Eminent Domain. If In the wholeevent the Premises, the Building or any part of the demised premises thereof shall be taken or condemned for public purposes by any competent authority authority, except as otherwise provided herein, the entire compensation awarded therefor shall belong to the Landlord, without any deduction therefrom for any public use present or purpose during future estate of Tenant; provided; however, that in the term event more than twenty (20%) percent of this Lease. TENANT reserves the unto itself Premises shall be so taken or condemned, then either the right to prosecute its claim for an award based Landlord or Tenant shall have the option of terminating the Lease upon its leasehold interest for such taking, without impairing any rights of LANDLORD for the taking of or injury giving to the reversion. In the event that a part other written notice of the demised premises shall be taken or condemned that such election within thirty (a) the part so taken includes the building on the demised premises or any part thereof or (b) the part so taken shall remove from the premises 20% or more of the front depth of the parking areas thereof, or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall result in cutting off direct access from the demised premises to any adjacent public street or highway, then and in any such event, the TENANT may at any time either prior to or within a period of sixty (6030) days after the date when possession of the premises shall be required part condemned has been taken by proper authorities, whereupon the condemning authority elect to terminate this Lease, or if any option to purchase the premises is conferred upon the TENANT by any other provision of this Lease, may as an alternative to such termination of this Lease elect to purchase the demised premises in accordance with such purpose option. In the event that TENANT shall fail to exercise any such option to terminate this Lease or to purchase the premises or in the event that a part of the demised premises shall be taken or condemned under circumstances under which the TENANT will have no such option, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to such taking, to the extent that may have been necessary by such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 Term of this Lease shall be submitted terminated as of the date on which possession is so taken. If neither Landlord nor Tenant so elects to terminate the Lease, then Landlord at its own expense shall repair and restore the Premises not affected by the taking to its former condition as the circumstances will permit so that the remaining premises constitute a complete architectural unit. If the award is insufficient to pay for the restoration, Landlord shall be responsible for the remaining cost and expense of such restoration, provided, however, that Landlord shall in no event be required to expend any of its own funds for repairs or alterations which constitute Tenant’s Alterations, Tenant’s Removable Trade Fixtures, and Tenant’s fixtures. During any period of time that, by reason of such taking or condemnation, there is any material interference with access to the American Arbitration SocietyPremises, whose decision there shall be binding on a fair and equitable abatement of the parties heretorent payable hereunder, taking into account the extent to which Tenant’s operations may thereby be interfered with. Tenant shall have the right to make any claims allowed by the laws of the State of Florida against the condemning authority for the following: (a) the value or cost of its fixtures, equipment and other personalty; (b) its relocation expenses; and (c) the cost of any leasehold improvements made by Tenant in and to the Premises less the amount of the Tenant Improvement Allowance. Notwithstanding anything to the contrary set forth in this Section 16, in the event only one award is given, then Tenant shall have the right to share in such award relative to the aforesaid claims.

Eminent Domain. If the whole, or any part of the demised premises entire Improved Leased Premises shall be taken by reason of condemnation or condemned by any competent authority for any public use or purpose during the term under eminent domain proceedings, Lessee may terminate this Lease as of this Lease. TENANT reserves the unto itself the right to prosecute its claim for an award based upon its leasehold interest for such taking, without impairing any rights of LANDLORD for the taking of or injury to the reversion. In the event that a part of the demised premises shall be taken or condemned that (a) the part so taken includes the building on the demised premises or any part thereof or (b) the part so taken shall remove from the premises 20% or more of the front depth of the parking areas thereof, or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall result in cutting off direct access from the demised premises to any adjacent public street or highway, then and in any such event, the TENANT may at any time either prior to or within a period of sixty (60) days after the date when possession of the premises shall be required Improved Leased Premises is so taken by the condemning authority elect to terminate this Leaseentity. If a portion of the Improved Leased Premises, including without limitation the building, site improvements, parking or if any option to purchase the premises is conferred upon the TENANT access, shall be taken under eminent domain or by any other provision reason of this Lease, may as an alternative condemnation to such termination an extent that the taking materially adversely affects Lessee's use of this Lease elect to purchase the demised premises in accordance with such purpose option. In Improved Leased Premises, Lessee shall have the event that TENANT shall fail to exercise any such option to terminate this Lease by written notice to Lessor within forty-five (45) days of such taking. If this Lease is not so terminated, Lessee may at its sole cost and expense, and with a contractor acceptable to Lessor, restore the remaining portions of the Improved Leased Premises as Lessee deems necessary or appropriate (subject to purchase applicable law) without abatement of rent. For purposes of this Section 19, (i) a partial taking shall be deemed to include loss or impairment of access to and from the premises Improved Leased Premises and (ii) grants or conveyances made in lieu or in the event that anticipation of or under threat of a part of the demised premises taking or condemnation shall be taken or condemned under circumstances under which the TENANT will have no such option, then and in either such event the LANDLORD shall, deemed a taking. Both parties shall pursue their own damage awards with reasonable promptness, make necessary repairs respect to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to any such taking, to the extent provided however that may have been necessary by such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease Lessee shall be submitted entitled to, and nothing herein shall prevent Lessee from seeking, an award for taking of or damage to Lessee's trade fixtures and any award for Lessee's moving expenses, so long as said awards do not diminish the American Arbitration Society, whose decision shall be binding on the parties heretoaward to which Lessor is entitled.

Eminent Domain. If the whole, whole or any part substantial part, in Lessor’s reasonable discretion of the demised premises shall Premises should be taken or condemned by any competent authority for any public or quasi-public use under governmental law, ordinance or purpose regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “Taking”), this Lease shall terminate and the Rent shall be abated during the term of this Lease. TENANT reserves the unto itself the right to prosecute its claim for an award based upon its leasehold interest for such taking, without impairing any rights of LANDLORD for the taking of or injury to the reversion. In the event that a part of the demised premises shall be taken or condemned that (a) the part so taken includes the building on the demised premises or any part thereof or (b) the part so taken shall remove from the premises 20% or more of the front depth of the parking areas thereof, or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall result in cutting off direct access from the demised premises to any adjacent public street or highway, then and in any such event, the TENANT may at any time either prior to or within a period of sixty (60) days after the date when possession of the premises shall be required by the condemning authority elect to terminate this Lease, or if any option to purchase the premises is conferred upon the TENANT by any other provision unexpired portion of this Lease, may as an alternative to such termination effective when the physical taking of this Lease elect to purchase the demised premises in accordance with such purpose optionPremises shall occur. In the event that TENANT shall fail to exercise any such option to terminate this Lease or to purchase the premises or in the event that If there is a Taking of less than a substantial part of the demised premises Premises, this Lease shall be taken or condemned under circumstances under which not terminate, but the TENANT will have no such option, then and in either such event Rent payable hereunder during the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to such taking, to the extent that may have been necessary by such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 unexpired portion of this Lease shall be submitted reduced to such extent as may be fair and reasonable under all of the circumstances, including the proportion to the American Arbitration Societyreduction in utility of the Premises caused by such Taking. In the event of any such Taking, whose decision Lessor and Lessee shall each be entitled to receive and retain such separate awards and/or portion of lump sum awards as may be allocated to their respective interests in any condemnation proceedings. Lessor shall be binding entitled to any award and all damages payable as a result of any condemnation or taking of the fee of the Premises. Lessee shall have the right to claim and recover from the condemning authority, but not from Lessor, such compensation as may be separately awarded or recoverable by Lessee in Lessee’s own right on account of any and all damage to the parties heretoTank Farm Assets and/or Lessee’s business by reason of the condemnation, including loss of value of any unexpired portion of the Term, and for or on account of any cost or loss to which Lessee might be put in removing Lessee’s personal property, fixtures, leasehold improvements and equipment, including, without limitation, the Tank Farm Assets, from the Premises.

Eminent Domain. If all or substantially all of the wholePremises shall be appropriated or condemned by any public authority in the exercise of its right of eminent domain, or this Lease shall terminate (with respect to only the portion of the Premises condemned) as of the date such taking shall occur. If any taking of any part of the demised premises shall be taken or condemned Premises occurs which would render the Premises unsuitable for the business then being conducted by any competent authority for any public use or purpose during Lessee, then the term of this Lease. TENANT reserves , at the unto itself the right to prosecute its claim for an award based upon its leasehold interest for such taking, without impairing any rights option of LANDLORD for the taking of or injury Lessee exercised by giving written notice to the reversion. In the event that a part of the demised premises shall be taken or condemned that (a) the part so taken includes the building on the demised premises or any part thereof or (b) the part so taken shall remove from the premises 20% or more of the front depth of the parking areas thereof, or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall result in cutting off direct access from the demised premises to any adjacent public street or highway, then and in any such event, the TENANT may at any time either prior to or Lessor within a period of sixty (60) days after the date when possession of such taking, shall terminate as of the premises date of such taking. In the event of a taking of any part of the Premises which is not extensive enough to render the Premises unsuitable for the business then being conducted by Lessee, then Lessor, to the extent possible, shall be required by promptly restore the condemning authority elect Premises to terminate this Lease, or if any option a condition comparable to purchase the premises is conferred upon the TENANT by any other provision of this Lease, may as an alternative its condition immediately prior to such termination of taking (less the portion lost in the taking) and this Lease elect to purchase the demised premises shall continue in accordance with such purpose optionfull force and effect. In the event that TENANT shall fail to exercise any such option to terminate this Lease shall not terminate upon any taking of all or to purchase the premises or in the event that a any part of the demised premises Premises, there shall be taken or condemned under circumstances under which the TENANT will have no such option, then and an equitable reduction in either such event the LANDLORD shall, Base Rent with reasonable promptness, make necessary repairs to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible respect to the same use Premises. Except as that which was in effect immediately prior otherwise herein specifically provided, Lessor or its first mortgage lender shall be entitled to such all awards and proceeds payable by reason of any taking, whether full or partial, as damages or otherwise. Lessee hereby expressly waives any right or claim to the extent any part thereof and assigns to Lessor its interest therein; provided, however, that may have been necessary by where such condemnation, subject to taking results in a pro-rata reduction in rental. Any dispute resulting from Section 9.3 termination of this Lease as to all or any part of the Premises, then Lessee shall be submitted entitled to that portion, if any, of an award made to, or for the benefit of, Lessee, specifically for the cost of removal of trade fixtures. Lessee shall have no claim against Lessor for the value of the unexpired term of the Lease as to the American Arbitration Society, whose decision part of the Premises taken. Nothing contained herein shall be binding on construed to preclude Lessee from prosecuting any claim directly against the parties heretocondemning authority in any condemnation proceedings; provided, however, that no such claim shall diminish or otherwise adversely affect Lessor’s award or the award of any mortgage lender.

Eminent Domain. If Should the wholeleased premises or the building be taken, appropriated or condemned for public purposes, or any voluntarily transferred in lieu of condemnation, in whole or in such substantial part of as to render the demised building unsuitable for Lessor’s purposes or the leased premises shall be taken or condemned by any competent authority unsuitable for any public use or purpose during Lessee’s purposes, the term of this Lease. TENANT reserves lease shall, at the unto itself option of Lessor in the first instance and at the option of Lessee in the second instance, terminate when Lessee’s right to prosecute its claim for an award based upon its leasehold interest for such taking, without impairing any rights of LANDLORD for the taking of or injury possession is terminated. If neither party exercises this option to the reversion. In the event that a part of the demised premises shall be taken or condemned that (a) the part so taken includes the building on the demised premises or any part thereof or (b) the part so taken shall remove from the premises 20% or more of the front depth of the parking areas thereof, or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall result in cutting off direct access from the demised premises to any adjacent public street or highway, then and in any such event, the TENANT may at any time either prior to or terminate within a period of sixty (60) 10 days after the date when possession of the premises shall be required by the condemning authority elect to terminate this Leasesuch taking, or if any option to purchase the premises is conferred upon portion of the TENANT by any other provision of this Lease, may as an alternative to such termination of this Lease elect to purchase the demised premises in accordance with such purpose option. In the event that TENANT shall fail to exercise any such option to terminate this Lease or to purchase the leased premises or the building taken, appropriated, condemned or voluntarily transferred in lieu of condemnation does not render the event that a building unsuitable for Lessor’s purposes or the leased premises unsuitable for Lessee’s purposes, then this lease shall terminate only as to the part taken or conveyed on the date Lessee shall yield possession, and Lessor shall make such repairs and alterations as may be necessary to make the part not taken usable, and the rental payable hereunder shall be reduced in proportion to the part of the demised leased premises taken. All compensation awarded for such taking of the fee and leasehold shall be taken or condemned under circumstances under which the TENANT will have no such option, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs belong to and alterations be the property of Lessor without any deduction therefrom for any present or future estate of Lessee and Lessee hereby assigns to Lessor all its right, title and interest to any such award. However, Lessee shall have the improvements right to recover from the condemning authority, but not from Lessor, such compensation as may be awarded to Lessee on the demised premises account of interruption of Lessee’s business, for the purpose moving and relocation expenses and for depreciation to and removal of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to such taking, to the extent that may have been necessary by such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease shall be submitted to the American Arbitration Society, whose decision shall be binding on the parties heretoLessee’s goods and trade fixtures.

Eminent Domain. If more than twenty-five percent (25%) of the wholePremises is taken for any public or quasi-public use under the power of eminent domain (including without limitation a voluntary sale or transfer in lieu thereof), either party hereto shall have the right, at its option, to terminate this Lease by written notice to the other party given within ten (10) days of the date of such taking, and Lessor shall be entitled to any and all income, rent, award, or any part interest therein whatsoever which may be paid or made (the “Award”) in connection with such taking, and Lessee shall have no claim against Lessor for the value of the demised premises shall be taken or condemned by any competent authority for any public use or purpose during the unexpired term of this Lease. TENANT reserves If this Lease is terminated as provided above: (i) the unto itself termination shall be effective as of the right to prosecute its claim for an award based date upon its leasehold interest for such taking, without impairing any rights of LANDLORD for the taking of or injury which title to the reversion. In Premises or a portion thereof, passes to and vests in the event that a part condemnor or the effective date of any order for possession if issued prior to the date title vests in the condemnor; (ii) Lessor shall refund to Lessee any prepaid but unearned Rentals and the unused balance of the demised premises Security Deposit; and (iii) Lessee shall be taken pay to Lessor any Rentals or condemned that other charges due Lessor under the Lease, prorated as of the date of taking. If twenty-five percent (a25%) or less than twenty-five percent (25%) of the part Premises is taken, or more than twenty-five percent (25%) thereof is so taken includes the building on the demised premises or any part thereof or and neither party elects to terminate as herein provided, (bi) the part so taken Lessee shall remove receive from the premises 20% or more Award that portion of the front depth Award attributable to trade fixtures of Lessee located in the portion of the parking areas thereof, or (c) the part so Premises taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall result in cutting off direct access from the demised premises to any adjacent public street or highway, then and in any such event, the TENANT may at any time either prior to or within a period of sixty (60) days after the date when possession of the premises shall be required which would otherwise have been removable by the condemning authority elect to terminate this Lease, or if any option to purchase the premises is conferred upon the TENANT by any other provision of this Lease, may as an alternative to such termination of this Lease elect to purchase the demised premises in accordance with such purpose option. In the event that TENANT shall fail to exercise any such option to terminate this Lease or to purchase the premises or in the event that a part of the demised premises shall be taken or condemned under circumstances under which the TENANT will have no such option, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to such takingLessee hereunder, to the extent the Award is not payable to the beneficiary or mortgagee of a deed of trust or mortgage affecting the Building, and Lessor shall receive the balance of the Award; and (ii) the Base Rent thereafter to be paid hereunder for the Premises shall be reduced in the same ratio that may have been necessary by such condemnationthe percentage of the Premises so taken bears to the aggregate rentable square feet in the Premises immediately prior to the taking. Notwithstanding this Article 24 above, subject to upon a pro-rata reduction in rental. Any dispute resulting from Section 9.3 temporary taking of this all or any portion of the Premises, the Lease shall remain in effect and Lessee shall continue to pay and be submitted liable for all Rentals under this Lease. Upon such temporary taking, Lessee shall be entitled to any Award for the temporary use of the portion of the Premises taken which is attributable to the American Arbitration Societyperiod prior to the date of Lease Termination, whose decision and Lessor shall be binding on entitled to any portion of the parties heretoAward for such use attributable to the period after Lease Termination. As used in this paragraph, a temporary taking shall mean a taking for a period of one year or less and does not include a taking which is to last for an indefinite period and/or which will terminate only upon the happening of a specified event unless it can be determined at the time of the taking when such event will occur.

Eminent Domain. 14.1 If the whole, all or any part of the demised premises Premises shall be taken as a result of the exercise of the power of eminent domain or condemned by any competent authority for any public use transfer in lieu thereof, this Lease shall terminate as to the part so taken as of the date of taking, and, in the case of a partial taking, either Landlord or purpose during the term of this Lease. TENANT reserves the unto itself Tenant shall have the right to prosecute its claim for an award based upon its leasehold interest for terminate this Lease as to the balance of the Premises by written notice to the other within thirty (30) days after such takingdate, without impairing any rights provided, however, that a condition to the exercise by Tenant of LANDLORD for such right to terminate shall be that the portion of the Premises taken shall be of such extent and nature as substantially to handicap, impede or impair Tenant’s use of the balance of the Premises. Landlord shall also have the right to terminate this Lease if there is a taking of or injury any portion of the Building which would leave the remainder of the Building unsuitable for use as an office building in a manner comparable to the reversionBuilding’s use prior to the taking. In the event of any taking, Landlord shall be entitled to any and all compensation, damages, income, rent, awards, or any interest therein whatsoever which may be paid or made in connection therewith, and Tenant shall have no claim against Landlord for the value of any unexpired term of this Lease or otherwise; provided that a part Landlord shall have no claim to any portion of the demised premises shall award that is specifically allocable to Tenant’s relocation expenses or the interruption of or damage to Tenant’s business or the value of any Alterations which Landlord required to be taken or condemned that (a) the part so taken includes the building on the demised premises or any part thereof or (b) the part so taken shall remove from the premises 20% or more removed upon expiration of the front depth term. In the event of the parking areas thereof, or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall result in cutting off direct access from the demised premises to any adjacent public street or highway, then and in any such event, the TENANT may at any time either prior to or within a period of sixty (60) days after the date when possession of the premises shall be required by the condemning authority elect to terminate this Lease, or if any option to purchase the premises is conferred upon the TENANT by any other provision termination of this Lease, the Base Rent and Additional Charges thereafter to be paid shall be equitably reduced. Tenant hereby waives any rights it may as an alternative to such termination have under Sections 1265.120 or 1265.130 of the California Code of Civil Procedure. If this Lease elect to purchase is not terminated, the demised premises in accordance with such purpose option. In the event that TENANT shall fail to exercise any such option to terminate this Lease or to purchase the premises or in the event that a part rentable square footage of the demised premises shall be taken or condemned under circumstances under which Building, the TENANT will have no such option, then rentable square footage of the Premises and in either such event the LANDLORD Tenant’s Share shall, with reasonable promptnessif applicable, make necessary repairs to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to such taking, to the extent that may have been necessary by such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease shall be submitted to the American Arbitration Society, whose decision shall be binding on the parties heretoappropriately adjusted.

Eminent Domain. If at any time during the whole, Term of this Lease the entire Premises or any part of the demised premises thereof shall be taken or condemned by any competent authority for any public use or purpose during the term of this Lease. TENANT reserves the unto itself the right to prosecute its claim for an award based upon its leasehold interest for such taking, without impairing any rights of LANDLORD for the taking of or injury to the reversion. In the event that as a part result of the demised premises exercise of the power of eminent domain or sold under threat of the exercise of such power (a "taking"), this Lease shall be taken or condemned that (a) terminate as to the part so taken includes the building on the demised premises or any part thereof or (b) the part so taken shall remove from the premises 20% or more as of the front depth of the parking areas thereof, or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall result in cutting off direct access from the demised premises to any adjacent public street or highway, then and in any such event, the TENANT may at any time either prior to or within a period of sixty (60) days after the date when possession of the premises shall be required by the condemning authority elect to takes possession or title, whichever occurs first. If all or any substantial portion of the Premises, or any portion of the Project other than the Premises, shall be taken, Landlord may terminate this Lease, or if any option to purchase the premises is conferred upon the TENANT at its option, by any other provision giving Tenant written notice of this Lease, may as an alternative to such termination within thirty (30) days of this Lease elect to purchase such taking. If all or a portion of the demised premises Premises in accordance excess of twenty percent (20%) of the floor area thereof shall be taken with such purpose option. In the event result that TENANT shall fail to exercise any such option to Tenant's use of the Premises is substantially impaired, Tenant may terminate this Lease or at its option by giving Landlord written notice of such termination within thirty (30) days of such taking. If neither party terminates this Lease pursuant to purchase this Article, this Lease shall remain in full force and effect except that the premises or rent payable by Tenant hereunder shall be reduced in the event that a part of same proportion as the demised premises floor area taken in the Premises bears to the total floor area in the Premises. Landlord shall be taken or condemned under circumstances under which the TENANT will have no such option, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs entitled to and alterations Tenant hereby assigns to Landlord the entire amount of any award or payment made in connection with a taking; provided, however, that Tenant shall be entitled to any payment or award attributable to the improvements on the demised premises taking of removable personal property or trade fixtures belonging to Tenant or Tenant's moving expenses or any award for the purpose value of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to such taking, tenant's leasehold interest except to the extent that may have been necessary by such condemnation, subject award would reduce or otherwise diminish the condemnation award to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease shall be submitted to Landlord for the American Arbitration Society, whose decision shall be binding on the parties heretoProperty.

Eminent Domain. If the whole, all or any part of the demised premises Demised Premises or the Building or the Development shall be taken as a result of the exercise of the power of eminent domain, this Lease shall terminate as to the part so taken as of the date of taking, and, in the case of partial taking of the Demised Premises, either Landlord or condemned by any competent authority for any public use or purpose during the term of this Lease. TENANT reserves the unto itself Tenant shall have the right to prosecute its claim for an award based upon its leasehold interest for such taking, without impairing any rights of LANDLORD for the taking of or injury terminate this Lease as to the reversionbalance of the Demised Premises by notice to the other within thirty (30) days after such date; provided, however, that a condition to the exercise by Tenant of such right to terminate shall be that the portion of the Demised Premises taken shall be of such extent and nature as substantially to handicap, impede or impair Tenant’s use of the balance of the Demised Premises. In the event that a part of the demised premises any taking, Landlord shall be taken or condemned that (a) the part so taken includes the building on the demised premises entitled to any and all compensation, damages, income, rent, awards, or any part thereof interest therein whatsoever which may be paid or (b) made in connection therewith, and Tenant shall have no claim against Landlord for the part so taken shall remove from the premises 20% or more value of the front depth of the parking areas thereof, or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall result in cutting off direct access from the demised premises to any adjacent public street or highway, then and in any such event, the TENANT may at any time either prior to or within a period of sixty (60) days after the date when possession of the premises shall be required by the condemning authority elect to terminate this Lease, or if any option to purchase the premises is conferred upon the TENANT by any other provision of this Lease, may as an alternative to such termination unexpired term of this Lease elect to purchase or otherwise, provided that Tenant, shall have the demised premises in accordance with such purpose option. In the event that TENANT shall fail to exercise any such option to terminate this Lease or to purchase the premises or in the event that a part of the demised premises shall be taken or condemned under circumstances under which the TENANT will have no such option, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to such takingright, to the extent that the same shall not reduce or prejudice Landlord’s award, to claim and receive from the condemning authority such compensation as may have been necessary be recoverable by such condemnationTenant in its own right for moving expenses, subject damage to Tenant’s property and business, the cost of leasehold improvements paid by Tenant, and value of Tenant’s leasehold. . In the event of a pro-rata reduction partial taking of the Demised Premises which does not result in rental. Any dispute resulting from Section 9.3 a termination of this Lease Lease, the rental thereafter to be paid shall be submitted reduced on a per square foot basis; provided, however, if more than 25% of the Demised Premises are taken, Tenant shall have the right to terminate this Lease by providing written notice to Landlord within thirty (30) days of the American Arbitration Society, whose decision shall be binding on the parties heretodate of such taking.

Eminent Domain. If the wholeIf, or at any part of the demised premises shall be taken or condemned by any competent authority for any public use or purpose time during the term of this Lease. TENANT reserves Lease Agreement, title to a substantial portion of the unto itself Premises (meaning thereby so much as shall render the remaining portion substantially unusable by the Tenant for the purposes set forth in Section 3 shall be taken by exercise of the right to prosecute condemnation or eminent domain or by agreement between Landlord and those authorized to exercise such right (all such proceedings being collectively referred to as a "Taking"), this Lease shall terminate and expire on the date of such Taking and rent shall be apportioned and paid to the date of such Taking. Except as expressly set forth below, any award for the value of the Premises, land, buildings and improvements, and loss of rent from Tenant, shall belong to Landlord, and Tenant shall not be entitled to share in any such award. To the extent such compensation award or recovery to Tenant does not diminish the amount of the compensation award or recovery otherwise awardable to Landlord, Tenant shall have the right to claim and recover from the condemning authority, but not from the Landlord, such compensation as may be separately awarded or recoverable by the Tenant in Tenant's own right on account of any and all damage to Tenant's business by reason of any condemnation, for and on account of any cost or loss to which Tenant might be put in relocating its claim equipment or removing Tenant's furniture, fixtures and equipment from the Premises, for an award based upon its any cost or loss to Tenant's improvements, or for loss of the value, if any, of Tenant's leasehold interest for such taking, without impairing any rights of LANDLORD for at the taking of or injury to the reversion. In the event that a part time of the demised premises Taking. If the title to less than a "substantial portion" of the Premises shall be taken or condemned in condemnation so that (a) the part so taken includes business conducted on said Premises can be continued without material diminution, this Lease shall continue in full force and effect. If the building on Taking does not amount to a substantial portion but does materially adversely affect the demised premises or any part thereof or (b) the part so taken shall remove from the premises 20% or more of the front depth of the parking areas thereof, or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall result in cutting off direct access from the demised premises Tenant's ability to any adjacent public street or highway, then and in any such eventconduct its business, the TENANT may at any time either prior to or within a period of sixty (60) days rent from and after the date when possession of the premises vesting of title in the condemnor shall be required by equitably adjusted to reflect the condemning authority elect to terminate this Lease, or if any option to purchase the premises is conferred upon the TENANT by any other provision of this Lease, may as an alternative to such termination of this Lease elect to purchase the demised premises in accordance with such purpose option. In the event that TENANT shall fail to exercise any such option to terminate this Lease or to purchase the premises or in the event that a part diminished value of the demised premises shall be taken or condemned under circumstances under which Premises to the TENANT will have no such option, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations Tenant as a direct result of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to such taking, to the extent that may have been necessary by such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease shall be submitted to the American Arbitration Society, whose decision shall be binding on the parties hereto.

Eminent Domain. Section 13.1. If the whole, or any part whole of the demised premises shall be taken Real Property, the Building or the Premises is acquired or condemned by any competent authority for any public or quasi-public use or purpose during purpose, this Lease and the term Term shall end as of this Leasethe date of the vesting of title with the same effect as if said date were the Fixed Expiration Date. TENANT reserves the unto itself the right to prosecute its claim for an award based upon its leasehold interest for such taking, without impairing any rights of LANDLORD for the taking of or injury to the reversion. In the event that If only a part of the demised premises shall be taken Real Property and not the entire Premises is so acquired or condemned that then, (a) except as hereinafter provided in this Section 13.1, this Lease and the Term shall continue in effect but, if a part of the Premises is included in the part of the Real Property so taken includes acquired or condemned, from and after the building on date of the demised premises vesting of title, the Fixed Rent and Tenant's Share shall be reduced in the proportion which the area of the part of the Premises so acquired or any part thereof condemned bears to the total area of the Premises immediately prior to such acquisition or condemnation; (b) whether or not the part so taken shall remove from the premises 20% or more of the front depth of the parking areas thereofPremises are affected thereby, or (c) the part so taken shall consist of 25% or more of the total parking areaLandlord, or (d) such partial taking shall result in cutting off direct access from the demised premises at Landlord's option, may give to any adjacent public street or highwayTenant, then and in any such event, the TENANT may at any time either prior to or within a period of sixty (60) days after next following the date when possession upon which Landlord receives notice of the premises shall be required by the condemning authority elect to terminate this Leasevesting of title, or if any option to purchase the premises is conferred upon the TENANT by any other provision a thirty (30) day notice of termination of this Lease; and (c) if the part of the Real Property so acquired or condemned contains more than thirty percent (30%) of the total area of the Premises immediately prior to such acquisition or condemnation, or if, by reason of such acquisition or condemnation, Tenant no longer has access to the Premises, Tenant, at Tenant's option, may give to Landlord, within sixty (60) days next following the date upon which Tenant receives notice of vesting of title, a thirty (30) day notice of termination of this Lease. If any such thirty (30) day notice of termination is given, by Landlord or Tenant, this Lease and the Term shall come to an end and expire upon the expiration of said thirty (30) days with the same effect as an alternative if the date of expiration of said thirty (30) days were the Fixed Expiration Date. If a part of the Premises is so acquired or condemned and this Lease and the Term are not terminated pursuant to such the foregoing provisions of this Section 13.1, Landlord, at Landlord's cost and expense, shall restore that part of the Premises not so acquired or condemned to a self-contained rental unit, exclusive of Tenant's Alterations and Tenant's Property. In the event of any termination of this Lease elect and the Term pursuant to purchase the demised premises in accordance with such purpose option. In provisions of this Section 13.1, the event that TENANT Fixed Rent shall fail to exercise any such option to terminate this Lease or to purchase the premises or in the event that a part be apportioned as of the demised premises date of the termination and any prepaid portion of the Fixed Rent or Escalation Rent for any period after such date shall be taken or condemned under circumstances under which the TENANT will have no such option, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs refunded by Landlord to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to such taking, to the extent that may have been necessary by such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease shall be submitted to the American Arbitration Society, whose decision shall be binding on the parties heretoTenant.

Eminent Domain. If the whole, all or any a material part of the demised premises Building or the Land is taken by any public authority under the power of eminent domain (or purchased in lieu thereof), and as a result thereof, Tenant is unable to operate its business within the Premises in accordance with its historical use of the Premises, then the Term shall cease on the part so taken, and any rent paid in advance of such date shall be taken or condemned by any competent authority for any public use or purpose during the term of this Lease. TENANT reserves the unto itself refunded to Tenant, and Tenant shall have the right to prosecute its claim for an award based terminate this Lease upon its leasehold interest for such takingwritten notice to Landlord, without impairing any rights of LANDLORD for the taking of or injury to the reversion. In the event that a part of the demised premises which notice shall be taken or condemned that delivered not less than thirty (a30) the part so taken includes the building on the demised premises or any part thereof or (b) the part so taken shall remove from the premises 20% or more of the front depth of the parking areas thereof, or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall result in cutting off direct access from the demised premises to any adjacent public street or highway, then and in any such event, the TENANT may at any time either days prior to or within a period of sixty (60) days after the date when possession of the premises shall be required by taken property is delivered to the condemning authority elect authority. A material part of the Building is defined as 15% or more of the Building area and a material part of the Land is defined as a change of grade or of the entrance to terminate this Lease, the Land from the abutting public right-of-way which prevents convenient access by trucks to the loading areas or if any option a reduction of parking to purchase a number of total on-site parking spaces to a less than the premises is conferred upon number of peak persons employed at the TENANT by any other provision of this Lease, may as an alternative to such termination of this Lease elect to purchase the demised premises in accordance with such purpose optionPremises plus three (3) additional parking spaces for guests. In the event that TENANT shall fail to exercise any such option to Tenant does not terminate this Lease or to purchase the premises or in the event that a part of the demised premises shall be taken or condemned under circumstances under which the TENANT will have no such optionLease, then and in either such event the LANDLORD Tenant shall, with reasonable promptness, make necessary repairs to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to such taking, to the extent that may have been the proceeds of the condemnation award or purchase are available, make all necessary by such condemnation, subject repairs to the Building and Premises to render and restore the same to a pro-rata complete architectural unit or repair, restore or replace Land Improvements, including any change of grade to permit access to the Premises, and Tenant shall continue in possession of the portion of the Premises not taken under the power of eminent domain, under the terms and conditions of this Lease, except that the Base Rent shall be reduced in direct proportion of the amount of the Building taken. There shall be no reduction in rentalBase Rent if any portion of the Land is taken and Tenant continues to be able to operate its business within the Premises in accordance with its historical use of the Premises. Any dispute resulting from Section 9.3 Except as otherwise provided in this Paragraph 14, all damages awarded for such taking (or the purchase price) shall belong to and be the property of Landlord, whether such damages be awarded as compensation for diminution in value of the leasehold or to the fee of the Building; provided, however, Landlord shall not be entitled to any portion of the award (or the purchase price) made to Tenant for removal and reinstallation of trade fixtures, loss of business or moving expenses. If all or any part of any Addition(s) is taken by any public authority under the power of eminent domain (or purchased in lieu thereof), both Landlord and Tenant shall be entitled to participate in the settlement of the condemnation claim against the condemning public authority. If Landlord and Tenant are unable to agree to the condemnation proceeds allocable to the Addition(s), the matter shall be settled by appraisal in accordance with Paragraph 28 of this Lease shall be submitted to the American Arbitration Society, whose decision shall be binding on the parties heretoLease.

Eminent Domain. To the best of Landlord's knowledge as of the date of this Lease, there are no current or pending actions to condemn any portion of the Project, nor any current or pending governmental eminent domain claims that would affect the Project. If the wholeentire Project is condemned or taken for any public or quasi-public purpose, including any purchase in lieu of condemnation, this Lease shall terminate as of the date of taking of possession for such use or any purpose. If a portion of the Project is condemned or taken, (whether or not the Premises be affected), Landlord may, by notice to Tenant, terminate this Lease as of the date of the taking of possession for such purpose. If Landlord does not terminate this Lease, and if the taking results in a reduction in the occupiable square footage of the Premises, then the Base Rent shall be reduced pro-rata, and Landlord shall repair the remaining part of the demised premises Premises to substantially its former condition to the extent reasonably feasible, provided that if the condemnation causes the Premises to be unusable for Tenant's Permitted Use, Tenant may terminate this Lease by giving notice within ten (10) days after notification by Landlord of the intended extent of the taking, such termination to be effective on the date of the Taking. Landlord shall be taken or condemned by entitled to the entire award in any competent authority condemnation proceeding, including any award for the value of any public use or purpose during the unexpired term of this Lease. TENANT reserves , and shall have the unto itself exclusive authority to settle the condemnation proceeding, and the exclusive discretion to grant "possession and use" to the condemning authority, and Tenant shall have no claim against Landlord or against the proceeds of the condemnation except that Tenant shall have the right to prosecute its claim bring a separate action to recover compensation for an award based upon its leasehold interest for such taking, without impairing any rights of LANDLORD for the taking of or injury to the reversion. In the event that a part of the demised premises shall be taken or condemned that (a) the part so taken includes the building on the demised premises or any part thereof or (b) the part so taken shall remove from the premises 20% or more of the front depth of the parking areas thereof, or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall result in cutting off direct access from the demised premises to any adjacent public street or highway, then and in any such event, the TENANT may at any time either prior to or within a period of sixty (60) days after the date when possession of the premises shall be required by the condemning authority elect to terminate this Lease, or if any option to purchase the premises is conferred upon the TENANT by any other provision of this Lease, may as an alternative to such termination of this Lease elect to purchase the demised premises in accordance with such purpose option. In the event that TENANT shall fail to exercise any such option to terminate this Lease or to purchase the premises or in the event that a part of the demised premises shall be taken or condemned under circumstances under which the TENANT will have no such option, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to such taking, to the extent that may have been necessary by such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease shall be submitted to the American Arbitration Society, whose decision shall be binding on the parties heretoTenant's moving expenses.

Eminent Domain. If the whole, or any part of the demised premises shall be taken or condemned by any competent authority for any public use or purpose during the term of this Lease. , TENANT reserves the unto itself the right to prosecute its claim for an award based upon its leasehold interest for such taking, without impairing any rights of LANDLORD for the taking of or injury to the reversion. In the event that a part of the demised premises shall be taken or condemned that (a) the part so taken includes the building on the demised premises or any part thereof or (b) the part so taken shall remove from the premises 20% or more of the front depth of the parking areas thereof, or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall result in cutting off direct access from the demised premises to any adjacent public street or highway, then and in any such event, the TENANT may at any time either prior to or within a period of sixty (60) days after the date when possession of the premises shall be required by the condemning authority elect to terminate this Lease, or if any option to purchase the premises is conferred upon the TENANT by any other provision of this Lease, may as an alternative to such termination of this Lease elect to purchase the demised premises in accordance with such purpose option. In the event that TENANT shall fail to exercise any such option to terminate this Lease or to purchase the premises or in the event that a part of the demised premises shall be taken or condemned under circumstances under which the TENANT will have no such option, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to such taking, to the extent that may have been necessary by such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease shall be submitted to the American Arbitration Society, whose decision shall be binding on the parties hereto.

Eminent Domain. If In the whole, or any part event the whole of the demised premises Premises, the Building or the Project shall be taken under the power of eminent domain, or condemned by sold to prevent the exercise thereof (collectively, a “Taking”), this Lease shall automatically terminate as of the date of such Taking. In the event a Taking of a portion of the Project, the Building or the Premises shall, in the reasonable opinion of Landlord or Tenant, substantially interfere with Landlord’s operation thereof, Landlord or Tenant may terminate this Lease upon thirty (30) days’ written notice to the other given at any competent authority for time within sixty (60) days following the date of such Taking. In the event a Taking of a portion of the Project, the Building or the Premises shall, in the reasonable opinion of Tenant, substantially interfere with Tenant’s use and occupancy of the Premises, Tenant may terminate this Lease upon thirty (30) days’ written notice to Landlord given at any public use or purpose during time within sixty (60) days following the term date of such Taking. For purposes of this Lease. TENANT reserves , the unto itself date of Taking shall be the right to prosecute its claim for an award based upon its leasehold interest for earlier of the date of transfer of title resulting from such taking, without impairing any rights Taking or the date of LANDLORD for the taking transfer of or injury to the reversionpossession resulting from such Taking. In the event that a part portion of the demised premises shall be taken or condemned that (a) the part Premises is so taken includes the building on the demised premises or any part thereof or (b) the part so taken shall remove from the premises 20% or more of the front depth of the parking areas thereof, or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall result in cutting off direct access from the demised premises to any adjacent public street or highway, then and in any such event, the TENANT may at any time either prior to or within a period of sixty (60) days after the date when possession of the premises shall be required by the condemning authority elect to terminate this Lease, or if any option to purchase the premises is conferred upon the TENANT by any other provision of this Lease, may as an alternative to such termination of this Lease elect to purchase the demised premises in accordance with such purpose option. In the event that TENANT shall fail to exercise any such option to terminate this Lease or to purchase the premises or in the event that a part of the demised premises shall be taken or condemned under circumstances under which the TENANT will have no such optionis not terminated, then and in either such event the LANDLORD Landlord shall, with reasonable promptness, make necessary repairs to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to such taking, to the extent that may have been necessary of proceeds paid to Landlord as a result of the Taking, with reasonable diligence, use commercially reasonable efforts to proceed to restore (to the extent permitted by such condemnationLaw and covenants, subject conditions and restrictions then applicable to the Project) the Premises (other than Tenant’s personal property and fixtures, and above-standard tenant improvements) to a pro-rata reduction in rentalcomplete, functioning unit. Any dispute resulting from Section 9.3 In such case, the Rent shall be reduced proportionately based on the portion of the Premises so taken. If all or any portion of the Premises is the subject of a temporary Taking (provided, that if such temporary taking exceeds nine (9) months, Tenant shall have a termination right), this Lease shall remain in full force and effect and Tenant shall continue to perform each of its obligations under this Lease; in such case, Tenant shall be submitted entitled to receive the entire award allocable to the American Arbitration Societytemporary Taking of the Premises. Except as provided herein, whose decision Tenant shall not assert any claim against Landlord or the condemning authority for, and hereby assigns to Landlord, any compensation in connection with any such Taking, and Landlord shall be binding on entitled to receive the parties heretoentire amount of any award therefor, without deduction for any estate or interest of Tenant. Nothing contained in this Paragraph 10 shall be deemed to give Landlord any interest in, or prevent Tenant from seeking any award against the condemning authority for the Taking of personal property, fixtures, above standard tenant improvements of Tenant and for relocation and moving expenses recoverable by Tenant from the condemning authority. This Paragraph 10 shall be Tenant’s sole and exclusive remedy in the event of a Taking. This Lease sets forth the terms and conditions upon which this Lease may terminate in the event of a Taking.

Eminent Domain. If If, during the wholeTerm, the Premises or any part thereof, or the whole or any substantial part of the demised premises Building, shall be taken taken, or condemned by any competent authority if a conveyance shall be made in anticipation thereof, for any street or other public use, by action of the municipal, state, federal or other authorities, or shall receive any substantial direct or consequential damage for which Landlord shall be entitled to compensation by reason of anything lawfully done in pursuance of any public authority (referred to herein as a “Taking”), then this Lease and the Term hereof shall terminate at the election of Landlord and such election may be made in case of any such taking notwithstanding the entire interest of Landlord may have been divested by such taking; and if Landlord does not so elect, then in case of any such taking or destruction of, or damage to, the Premises, rendering the same or any part thereof unfit for use and occupation, a just proportion of the Base Rent and Additional Rent for real estate taxes and Operating Expenses hereinbefore reserved according to the nature and extent of the injury sustained by the Premises, shall be suspended or purpose during abated until the term Premises or, in case of this Lease. TENANT reserves the unto itself the right to prosecute its claim for an award based upon its leasehold interest for such taking, without impairing any rights of LANDLORD what may remain thereof, shall have been put in proper condition for use and occupation. To the extent that the Premises, upon having been put in proper condition for use and occupation are smaller, the Base Rent hereinbefore reserved and Tenant’s Pro-Rata Share shall be adjusted for the taking balance of or injury the lease term in the same proportion which the reduction in space bears to the reversionoriginal RSF of the Premises. In the event that of a part Taking where Tenant’s use and enjoyment of the demised premises shall be taken or condemned that twenty-five percent (a25%) the part so taken includes the building on the demised premises or any part thereof or (b) the part so taken shall remove from the premises 20% or more of the front depth of the parking areas thereofPremises has been impacted, or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall result in cutting off direct access from the demised premises Tenant may terminate this Lease upon written notice to any adjacent public street or highway, then and in any such event, the TENANT may at any time either prior to or Landlord within a period of sixty (60) days after of such Taking. If this Lease is not terminated as provided in this Section and to the extent proceeds are made available to Landlord, Landlord shall use commercially reasonable efforts to apply, so much of the available proceeds of the eminent domain award as are required to restore the Premises to a condition, to the extent practical, substantially the same as that existing on the date when possession of such taking, but subject to zoning laws and building codes then in existence. If the available proceeds of the premises eminent domain award are insufficient in Landlord’s opinion for that purpose, there shall be required no obligation by Landlord to expend funds in excess of said proceeds allocated to the condemning authority elect to terminate this Lease, or if any option to purchase Premises. Tenant shall have the premises is conferred upon the TENANT by any other provision of this Lease, may as an alternative to such termination of this Lease elect to purchase the demised premises in accordance with such purpose option. In the event that TENANT shall fail to exercise any such option right to terminate this Lease or by notice to purchase Landlord after the premises or in Landlord does not restore the event that a part Premises to the condition required above within one hundred and twenty (120) days of such taking. The term “available proceeds” shall mean the amount of the demised premises shall be taken or condemned under circumstances under which award paid to the TENANT will have no such option, then Landlord and in either such event available to the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations repair of the improvements on Premises, less cost of obtaining the demised premises same (including, without limitation, reasonable attorneys’ fees and appraisal fees) and less the amount thereof required to be paid to a mortgagee and less any amounts as determined by Landlord in Landlord’s reasonable discretion to other portions of the Building other than the Premises. Landlord reserves, for itself, all rights to compensation for damage to the Premises or any part thereof, or the leasehold hereby created, heretofore accrued or hereafter to accrue, by reason of any taking for public use of said Premises or any portion thereof, or right appurtenant thereto, or privilege or easement in, through, under or over the same, and by way of confirmation of the foregoing Tenant hereby assigns all rights to such damages heretofore accrued or hereafter accruing during the term to Landlord; provided, however, nothing herein contained shall limit Tenant’s right to any separate award for the purpose taking of restoring personal property, moving and relocation awards, expenses, or other items including the same to an economic architectural unitloss of business goodwill so long as the payment of which shall not reduce the award payable to, susceptible to the same use as that which was in effect immediately prior to such takingapplicable, to the extent that may have been necessary by such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease shall be submitted to the American Arbitration Society, whose decision shall be binding on the parties heretoLandlord.

Eminent Domain. (a) If the whole, or any part portion of the demised premises shall be Leased Premises is taken or condemned by any competent authority for any public or quasi-public use under governmental law, ordinance or purpose during regulation, or by right of eminent domain, or by private purchase in lieu thereof and the term taking prevents or materially interferes with the use of this Lease. TENANT reserves the unto itself the right to prosecute its claim for an award based upon its leasehold interest for such taking, without impairing any rights of LANDLORD Leased Premises for the taking of purpose for which it was leased to Tenant or injury causes the Leased Premises to the reversion. In the event that a part of the demised premises shall be taken or condemned that (a) the part so taken includes the building on the demised premises or any part thereof or (b) the part so taken shall remove from the premises 20% or more of the front depth of the parking areas thereof, or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall result in cutting off direct access from the demised premises to any adjacent public street or highwaynot comply with Applicable Laws, then and in any such event, the TENANT may at any time either prior to or within a period of sixty ten (6010) days after such taking Landlord shall notify Tenant as to whether or not Landlord will reconstitute the date when possession of Leased Premises such that it once again complies with Applicable Laws or replicate the premises shall be required by Leased Premises to substantially the condemning authority elect to terminate this Lease, or if any option to purchase the premises is conferred upon the TENANT by any other provision of this Lease, may as an alternative to such termination of this Lease elect to purchase the demised premises in accordance with such purpose option. In the event that TENANT shall fail to exercise any such option to terminate this Lease or to purchase the premises or in the event that a part of the demised premises shall be taken or condemned under circumstances under which the TENANT will have no such option, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which condition it was in effect immediately prior to such taking, as applicable, within one hundred fifty (150) days after such taking. If Landlord notifies Tenant that it will not replicate or reconstitute the Leased Premises, as applicable, or otherwise fails to complete the extent that may have been necessary reconstitution or replication within one hundred fifty (150) days after such taking, then this Lease shall terminate and the Rent shall be abated during the unexpired portion of this Lease, effective as of the date of such taking. In the event any taking does not materially interfere with the use of the Leased Premises for the purposes for which it was used by such condemnationTenant, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 this Lease shall not terminate, but the Base Rent payable hereunder during the unexpired portion of this Lease shall be submitted to reduced based upon the American Arbitration Society, whose decision shall percentage reduction of the square feet in the Building caused by the taking or as is otherwise fair and reasonable under all of the circumstances. Rent will not otherwise be binding on the parties heretoreduced or abated.

Eminent Domain. Section 13.1 If (a) all of the floor area of the Premises, or so much thereof as shall render the Premises wholly untenantable, shall be permanently acquired or condemned for any public or quasi-public use or purpose, or (b) a portion of the Real Property, not including the Premises, shall be so acquired or condemned, but by reason of such acquisition or condemnation, Tenant no longer has means of access to the Premises, then this Lease and the Term shall end as of the date of the vesting of title with the same effect as if that date were the Expiration Date. If the whole, parking area or any part of the demised premises a material portion thereof shall be taken permanently acquired or condemned by any competent authority for any public or quasi-public use or purpose during such that Tenant has insufficient parking for its use of the term Premises, and if Tenant is unable after using good faith efforts to obtain substitute sufficient parking for its use of the Premises, Tenant may upon notice to Landlord, within one hundred twenty (120) days after such taking, terminate this Lease. TENANT reserves the unto itself the right to prosecute If Tenant has insufficient parking by reason of a condemnation or other taking as aforesaid and Tenant finds suitable replacement parking or other reasonable alternatives thereto (including van or shuttle services) then provided Tenant does not exercise its claim for an award based upon its leasehold interest for such takingright, without impairing any rights of LANDLORD for the taking of or injury to the reversion. In the event that a part of the demised premises shall be taken or condemned that (a) the part so taken includes the building on the demised premises or any part thereof or (b) the part so taken shall remove from the premises 20% or more of the front depth of the parking areas thereofif any, or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall result in cutting off direct access from the demised premises to any adjacent public street or highway, then and in any such event, the TENANT may at any time either prior to or within a period of sixty (60) days after the date when possession of the premises shall be required by the condemning authority elect to terminate this Lease, Landlord shall reimburse Tenant for the costs of such replacement parking or if parking alternatives up to the net proceeds actually received by Landlord from the condemning authority. In the event of any option to purchase the premises is conferred upon the TENANT by any other provision of this Lease, may as an alternative to such termination of this Lease elect and the Term pursuant to purchase the demised premises in accordance with such purpose option. In the event that TENANT provisions of this Article 13, Fixed Rent and Additional Rent shall fail to exercise any such option to terminate this Lease or to purchase the premises or in the event that a part be apportioned as of the demised premises date of sooner termination and any prepaid portion of Fixed Rent or Additional Rent for any period after such date shall be taken or condemned under circumstances under which the TENANT will have no such option, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs refunded by Landlord to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to such taking, to the extent that may have been necessary by such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease shall be submitted to the American Arbitration Society, whose decision shall be binding on the parties heretoTenant.

Eminent Domain. If the whole, all or any part of the demised premises Premises shall be taken or condemned by any competent authority for any public use conveyed as a result of the exercise of the power of eminent domain, this Lease shall terminate as to the part so taken as of the date of taking, and, in the case of a partial taking, either Landlord or purpose during the term of this Lease. TENANT reserves the unto itself Tenant shall have the right to prosecute its claim for an award based upon its leasehold interest for such taking, without impairing any rights of LANDLORD for the taking of or injury terminate this Lease as to the reversionbalance of the Premises by written notice to the other within 30 days after such date; provided, however, that a condition to the exercise by Tenant of such right to terminate shall be that the portion of the Premises taken or conveyed shall be of such extent and nature as substantially to handicap, impede or impair Tenant's use of the balance of the Premises. In the event of any taking, Landlord shall be entitled to any and all compensation, damages, income, rent awards or any interest therein whatsoever which may be paid or made in connection therewith, and Tenant shall have no claim against Landlord for the value of any unexpired term of this Lease or otherwise, provided that a part Tenant shall be entitled to any and all compensation, damages, income, rent or awards paid for or on account of Tenant's moving expenses, trade fixtures, equipment and any leasehold improvements in the Premises, the cost of which was borne by Tenant, to the extent of the demised premises shall be taken or condemned that (a) then unamortized value of such improvements for the part so taken includes the building on the demised premises or any part thereof or (b) the part so taken shall remove from the premises 20% or more remaining term of the front depth Lease. In the event of a taking of the parking areas thereof, or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall Premises which does not result in cutting off direct access from the demised premises to any adjacent public street or highway, then and in any such event, the TENANT may at any time either prior to or within a period of sixty (60) days after the date when possession of the premises shall be required by the condemning authority elect to terminate this Lease, or if any option to purchase the premises is conferred upon the TENANT by any other provision termination of this Lease, may the monthly rental herein shall be apportioned as an alternative of the date of such taking so that thereafter the rent to such termination of this Lease elect to purchase the demised premises in accordance with such purpose option. In the event that TENANT be paid by Tenant shall fail to exercise any such option to terminate this Lease or to purchase the premises or be in the event ration that a part the area of the demised premises shall be Premises not so taken or condemned under circumstances under which bears to the TENANT will have no such option, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations total area of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately Premises prior to such taking, to the extent that may have been necessary by such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease shall be submitted to the American Arbitration Society, whose decision shall be binding on the parties hereto.

Eminent Domain. (a) If the whole, all or any part of the demised premises Premises shall be taken or condemned appropriated by any competent public or quasi-public authority for under the power of eminent domain, or any public use agreement in lieu thereof, this Lease shall terminate as to the part so taken as of the date of taking and, in the case of a partial taking, either Landlord or purpose during the term of this Lease. TENANT reserves the unto itself Tenant shall have the right to prosecute its claim for an award based upon its leasehold interest for such taking, without impairing any rights of LANDLORD for the taking of or injury terminate this Lease as to the reversionbalance of the Premises by giving written notice to the other within ninety (90) days after such dates provided, however, that a condition to the exercise by Landlord or Tenant of such right to terminate shall be that the portion of the Premises taken shall be of such extent and nature as to render the balance of the Premises unusable or uneconomical for Tenant's purposes. In the event that a part of any taking by exercise of the demised premises power of eminent domain, or agreement in lieu thereof, Landlord shall be taken entitled to all compensation, damage, income, rent awards and interest thereon whatsoever which may be paid or condemned made in connection therewith and Tenant shall have no claim against Landlord for the value of any unexpired term of this Lease or of any of the work performed by Landlord in the Premises for or by Tenants provided, however, that (a) the part so taken includes the building on the demised premises nothing contained herein shall prohibit or any part thereof or (b) the part so taken shall remove prevent Tenant from seeking at its cost and expense and retaining for its own account from the premises 20% authority exercising the power of eminent domain an award to compensate Tenant for the unamortized cost of any improvements, additions or more alteration to the Premises, which were paid for solely at Tenant's expense, its relocation expenses and for any loss by Tenant of any movable furniture, equipment and other personal property resulting from such exercise. In the event of a partial taking of the front depth of the parking areas thereof, or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall Premises which does not result in cutting off direct access from the demised premises to any adjacent public street or highway, then and in any such event, the TENANT may at any time either prior to or within a period of sixty (60) days after the date when possession of the premises shall be required by the condemning authority elect to terminate this Lease, or if any option to purchase the premises is conferred upon the TENANT by any other provision termination of this Lease, may as an alternative the rent thereafter to such termination of this Lease elect to purchase the demised premises in accordance with such purpose option. In the event that TENANT shall fail to exercise any such option to terminate this Lease or to purchase the premises or in the event that a part of the demised premises shall be taken or condemned paid under circumstances under which the TENANT will have no such option, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to such taking, to the extent that may have been necessary by such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease shall be submitted to the American Arbitration Society, whose decision shall be binding on the parties heretoequitably reduced.

Eminent Domain. If the whole, Demised Premises or the Building (or any part portion of the demised premises Building, the loss of which would require reconfiguration or restoration of the Building which Landlord reasonably estimates will cost in excess of 25% of the current replacement cost of the Building) shall be taken or condemned by any competent authority for any public or quasi-public use or purpose during purpose, Landlord or Tenant shall have the term right, exercisable at its sole direction, to cancel the Lease upon not less than sixty (60) days’ notice prior to the date of this Leasecancellation designated in the notice. TENANT reserves the unto itself No money or other consideration shall be payable by Landlord to Tenant for the right of cancellation and Tenant shall have no right to prosecute its claim share in the condemnation award or in any judgment for an award based upon its leasehold interest damages caused by such taking or condemnation (except for Tenant’s relocation expenses and any unamortized costs of tenant improvements that have been paid for by Tenant, in each instance specifically so designated by the court or authority having jurisdiction over the matter). If any such taking, without impairing any rights of LANDLORD for the taking of or injury to the reversion. In the event that a part of the demised premises shall be taken or condemned that (ai) the part so taken includes the building on the demised premises or any part thereof or (b) the part so taken shall remove from the premises 20% or more of the front depth of the parking areas thereof, or (c) the part so taken shall consist of renders 25% or more of the total Building untenantable (or prohibits reasonable access to the Building or renders the parking area, at the Demised Premises non-compliant with applicable zoning laws) or (dii) renders general Building systems inoperable and such partial taking shall result systems cannot be repaired in cutting off direct access Landlord’s reasonable estimate within six (6) months from the demised premises date of such taking or (iii) occurs within the last year of the Term, Landlord or Tenant shall have the right to any adjacent public street or highway, then and in any terminate this Lease as of the date of such event, taking upon written notice given to the TENANT may other at any time either prior to or within a period of sixty one hundred twenty (60120) days after the date when possession of such taking. If this Lease is not terminated and canceled because of any such taking or appropriation, Landlord shall with reasonable promptness, subject to reasonable delays for insurance adjustments and delays caused by Force Majeure, restore (to the premises extent insurance proceeds are available therefor) the Demised Premises and/or access to a condition as nearly comparable as practicable to the condition existing just before such taking or appropriation within six (6) months after such taking. Landlord shall have no liability to Tenant, and Tenant shall not be required by the condemning authority elect entitled to terminate this Lease, or if by virtue of any option to purchase delays in completion of such repairs and restoration unless such repairs are not completed within such six (6) month period, in which event Tenant shall have the premises is conferred upon the TENANT by any other provision of this Lease, may as an alternative to such termination of this Lease elect to purchase the demised premises in accordance with such purpose option. In the event that TENANT shall fail to exercise any such option right to terminate this the Lease or to purchase the premises or in the event that a part of the demised premises shall be taken or condemned under circumstances under which the TENANT will have no if such option, then and in either repairs are not completed within such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to such taking, to the extent that may have been necessary by such condemnationsix (6) period, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease extension for Force Majeure, by notice given within 30 days after such repair period expires, which notice shall be submitted deemed withdrawn if the restoration is completed within 30 days after such notice is delivered to Landlord. Fixed Rent and Additional Rent shall xxxxx on those portions of the American Arbitration SocietyDemised Premises as are, whose decision shall be binding on the parties heretofrom time to time, untenantable and, in fact, unoccupied by Tenant as a result of such taking.

Eminent Domain. 10. If the whole, whole or any part of the demised premises shall be taken acquired or condemned by any competent authority Eminent Domain for any public or quasi public use or purpose during purpose, then and in that event, the term of this Leaselease shall cease and terminate from the date of title vesting in such proceeding and Tenant shall have no claim for the value of any unexpired term of said lease. TENANT reserves the unto itself Tenant shall have the right to prosecute its make an independent claim for an award based upon its leasehold interest for such taking, without impairing any rights of LANDLORD to the condemning authority for the taking value of or injury Tenant’s moving expenses and personal property, trade fixtures and equipment, provided Tenant is entitled pursuant to the reversion. In the event that a part terms of the demised premises lease to remove such property, trade fixtures and equipment at the end of the term, and provided further such claim does not reduce Owner’s award. Assignment, Mortgage, Etc.: 11. Tenant, for itself, its heirs, distributees, executors, administrators, legal representatives, successors and assigns, expressly covenants that it shall be taken not assign, mortgage or condemned that (a) the part so taken includes the building on encumber this agreement, nor underlet, or suffer or permit the demised premises or any part thereof or (b) to be used by others, without the part so taken shall remove from the premises 20% or more prior written consent of Owner in each instance. Transfer of the front depth majority of the parking areas thereofstock of a corporate Tenant or the majority interest in any partnership or other legal entity which is Tenant shall be deemed an assignment. If this lease be assigned, or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall result in cutting off direct access from if the demised premises or any part thereof be underlet or occupied by anybody other than Tenant, Owner may, after default by Tenant, collect rent from the assignee, undertenant or occupant, and apply the net amount collected to the rent herein reserved, but no such assignment, underletting occupancy or collection shall be deemed a waiver of this covenant, or the acceptance of the assignee, undertenant or occupant as tenant, or a release of Tenant from the further performance by Tenant of covenants on the part of Tenant herein contained .The consent by Owner to an assignment or underletting shall not in any way be construed to relieve Tenant from obtaining the express consent in writing of Owner to any adjacent public street further assignment or highwayunderletting. Electric Current: 12. Rates and conditions in respect to submetering or rent inclusion, then as the case may be, to be added in RIDER attached hereto. Tenant covenants and agrees that at all times its use of electric current shall not exceed the capacity of existing feeders to the building or the risers or wiring installation, and Tenant may not use any electrical equipment which, in any Owner’s opinion, reasonably exercised, will overload such event, installations or interfere with the TENANT may use thereof by other tenants of the building. The change at any time either prior to or within a period of sixty (60) days after the date when possession of the premises character of electric service shall in no way make Owner liable or responsible to Tenant, for any loss, damages or expenses which Tenant may sustain. Access to Premises: 13. Owner or Owner’s agents shall have the right (but shall not be required by the condemning authority elect obligated) to terminate this Lease, or if any option to purchase the premises is conferred upon the TENANT by any other provision of this Lease, may as an alternative to such termination of this Lease elect to purchase enter the demised premises in accordance with any emergency at any time, and, at other reasonable times, to examine the same and to make such purpose option. In repairs, replacements and improvements as Owner may deem necessary and reasonably desirable to any portion of the event that TENANT shall fail building, or which Owner may elect to exercise any such option to terminate this Lease or to purchase the premises or perform in the event that a part of the demised premises shall be taken after Tenant’s failure to make repairs, or condemned perform any work which Tenant is obligated to perform under circumstances under which the TENANT will have no such optionthis lease, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations of the improvements on the demised premises or for the purpose of restoring complying with laws, regulations and other directions of governmental authorities. Tenant shall permit Owner to use, maintain and replace pipes, ducts, and conduits in and through the demised premises, and to erect new pipes, and conduits therein provided, wherever possible, that they are within walls or otherwise concealed. Owner may, during the progress of any work in the demised premises, take all necessary materials and equipment into said premises without the same constituting an eviction, nor shall Tenant be entitled to any abatement of rent while such work is in progress, nor to any damages by reason of loss or interruption of business or otherwise. Throughout the term hereof Owner shall have the right to enter the demised premises at reasonable hours for the purpose of showing the same to an economic architectural unit, susceptible to prospective purchasers or mortgagees of the building and during the last six (6) months of the term for the purpose of showing the same use as that to prospective tenants, and may, during said six (6) months period, place upon the demised premises the usual notices “To Let” and “For Sale” which was notices Tenant shall permit to remain thereon without molestation. lf Tenant is not present to open and permit an entry into the demised premises, Owner or Owner’s agents may enter the same whenever such entry may be necessary or permissible by master key or forcibly, and provided reasonable care is exercised to safeguard Tenant’s property, such entry shall not render Owner or its agents liable therefore, nor in any event shall the obligations of Tenant hereunder be affected. If during the last month of the term Tenant shall have removed all or substantially all of Tenant’s property therefrom, Owner may immediately enter, alter, renovate or redecorate the demised premises without limitation or abatement of rent or incurring liability to Tenant for any compensation, and such act shall have no effect immediately prior to such taking, to the extent that may have been necessary by such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of on this Lease shall be submitted to the American Arbitration Society, whose decision shall be binding on the parties heretolease or Tenant’s obligation hereunder.

Eminent Domain. If the wholeBuilding, or a substantial part thereof or a substantial part of the Premises, shall be lawfully taken or condemned or conveyed in lieu thereof, (or conveyed under threat of such taking or condemnation), for any public or quasi-public use or purpose, the term of this Lease shall end upon and not before the date of the taking of possession by the condemning authority and without apportionment of the award. Tenant hereby assigns to Landlord Xxxxxx's interest, if any, in such award and specifically agrees that any such award shall be the entire property of Landlord in which Tenant shall not be entitled to share. Tenant further waives any right to challenge the right of the condemning authority to proceed with such taking. Current rent shall be apportioned as of the date of such termination. If any part of the demised premises Building other than the Premises or not constituting a substantial part of the Premises, shall be so taken or condemned (or conveyed under threat of such taking or condemnation), or if the grade of any street adjacent to the Building is changed by any competent authority for any public use and such taking or purpose during change of grade makes it necessary or desirable to substantially remodel or restore the term of this Lease. TENANT reserves the unto itself Building, Landlord shall have the right to prosecute its claim for an award based cancel this Lease upon its leasehold interest for such taking, without impairing any rights not less than ninety (90) days notice prior to the date of LANDLORD cancellation designated in the notice. No money or other consideration shall be payable by Landlord to Tenant for the taking right of or injury cancellation, and Tenant shall have no right to the reversion. In the event that a part of the demised premises shall be taken or condemned that (a) the part so taken includes the building on the demised premises or any part thereof or (b) the part so taken shall remove from the premises 20% or more of the front depth of the parking areas thereof, or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall result in cutting off direct access from the demised premises to any adjacent public street or highway, then and share in any such event, condemnation award or in any judgment for damages or in any proceeds of any sale made under any threat of condemnation or taking. Tenant shall have the TENANT may at any time either prior right to or within a period of sixty (60) days after the date when possession of the premises shall be required by the condemning authority elect to terminate this Lease, or if any option to purchase the premises is conferred upon the TENANT by any other provision of this Lease, may as an alternative to such termination of this Lease elect to purchase the demised premises in accordance with such purpose option. In the event that TENANT shall fail to exercise any such option to terminate this Lease or to purchase the premises or separately pursue its own award for relocation expenses in the event that a part of the demised premises shall be taken or condemned under circumstances under which the TENANT will have no such option, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to such taking, to the extent that may have been necessary by such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease shall be submitted to the American Arbitration Society, whose decision shall be binding on the parties heretocondemnation proceedings.

Eminent Domain. If the whole, or any part over ten percent (10%) of the demised premises Premises or ten percent (10%) of the parking spaces serving the Premises shall be taken or condemned by appropriated under the power of eminent domain or conveyed in lieu thereof, Tenant shall have the right to terminate this Lease at its option; however, Tenant’s right to terminate due to a taking of over ten percent (10%) of the parking spaces shall be void if either: (i) Landlord builds a parking structure on the Land to replace said spaces within ninety (90) days of the taking subject to Tenant’s reasonable approval of the design, location and construction of said structure; or (ii) if such a parking structure cannot be built within said ninety (90) day period, Landlord agrees in writing within such ninety (90) day period to build such a parking structure within two hundred seventy (270) days of the taking and provides valet parking during Business Hours (at no cost or expense to Tenant) for the number of cars which is equal to the number of parking spaces which have been so taken or appropriated, and if Landlord agrees to so build a parking structure it shall promptly commence and diligently pursue the building of such parking structure to completion. In either of such events, Landlord shall receive (and Tenant shall assign to Landlord upon demand from Landlord) any competent authority income, rent, award or any interest therein which may be paid in connection with the exercise of such power of eminent domain, and Tenant shall have no claim against Landlord for any public use part of sum paid by virtue of such proceedings, whether or purpose during not attributable to the value of the unexpired term of this Lease. TENANT reserves Lease except that Tenant shall be entitled to petition the unto itself the right to prosecute its claim for an award based upon its leasehold interest for such taking, without impairing any rights of LANDLORD condemning authority for the taking following : (i) the then unamortized cost of any Alterations or injury tenant improvements paid for by Tenant from its own funds (as opposed to any allowance provided by Landlord); (ii) the reversion. In the event that a part value of Tenant’s trade fixtures; (iii) Tenant’s relocation costs; (iv) Tenant’s goodwill, loss of business and business interruption; and (v) one-half of the demised premises shall be taken or condemned that amount which is the lesser of (a) the part so taken includes the building on the demised premises or any part thereof bonus value of this Lease, or (b) the amount of the award in excess of the sum of amounts payable to Landlord’s ground lessor (if any) and any holder of a mortgage or other third party lien encumbering Landlord’s ground lease estate or fee simple ownership in the Property. If a part of the Premises shall be so taken or appropriated or conveyed and neither party hereto shall remove from the premises 20% or more of the front depth of the parking areas thereof, or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall result in cutting off direct access from the demised premises to any adjacent public street or highway, then and in any such event, the TENANT may at any time either prior to or within a period of sixty (60) days after the date when possession of the premises shall be required by the condemning authority elect to terminate this LeaseLease and the Premises have been damaged as a consequence of such partial taking or appropriation or conveyance, Landlord shall restore the Premises continuing under this Lease at Landlord’s cost and expense; provided, however, that Landlord shall not be required to repair or if restore any option injury or damage to purchase the premises is conferred upon property of Tenant or to make any repairs or restoration of any Alterations installed on the TENANT Premises by any other provision or at the expense of Tenant. Thereafter, the Rent and Additional Charges to be paid under this LeaseLease for the remainder of the Term shall be proportionately reduced, may as an alternative such that thereafter the amounts to be paid by Tenant shall be in the ratio that they are of the portion of the Premises not so taken bears to the total area of the Premises prior to such termination taking. Notwithstanding anything to the contrary contained in this Paragraph 21, if the temporary use or occupancy of this Lease elect to purchase the demised premises in accordance with such purpose option. In the event that TENANT shall fail to exercise any such option to terminate this Lease or to purchase the premises or in the event that a part of the demised premises Premises shall be taken or condemned appropriated under circumstances under which power of eminent domain during the TENANT will have no such optionTerm, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to such taking, to the extent that may have been necessary by such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease shall be submitted and remain unaffected by such taking or appropriation and Tenant shall continue to pay in full all Rent and Additional Charges payable hereunder by Tenant during the American Arbitration SocietyTerm; in the event of any such temporary appropriation or taking, whose decision Tenant shall be binding on entitled to receive that portion of any award which represents compensation for the parties heretouse of or occupancy of the Premises during the Term, and Landlord shall be entitled to receive that portion of any award which represents the cost of restoration of the Premises and the use and occupancy of the Premises after the end of the Term. If such temporary taking is for a period longer than ninety (90) days and unreasonably interferes with Tenant’s use of the Premises or the Project Common Areas, then Tenant shall have the right to terminate the Lease unless Landlord agrees to provide valet parking (at no cost to Tenant) in the same as described in clause (ii) of the first sentence of this Section.

Eminent Domain. If the wholeBuilding, or a substantial part thereof, shall be lawfully taken or condemned or conveyed in lieu thereof (or conveyed under threat of such taking or condemnation), for any public or quasi-public use or purpose, the Term of this Lease shall end upon and not before the date of the taking of possession by the condemning authority and without apportionment of the award. Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award and specifically agrees that any such award shall be the entire property of Landlord in which Tenant shall not be entitled to share. Tenant further waives any right to challenge the right of the condemning authority to proceed with such taking. Rent shall be apportioned as of the date of such termination. If any part of the demised premises Building not constituting a substantial part thereof, shall be so taken or condemned (or conveyed under threat of such taking or condemnation), or if the grade of any street adjacent to the Building is changed by any competent authority for any public use and such taking or purpose during change of grade makes it necessary or desirable to substantially remodel or restore the term of this Lease. TENANT reserves the unto itself Building, Landlord shall have the right to prosecute its claim cancel this Lease upon not less than ninety (90) days’ notice prior to the date of cancellation designated in the notice. No money or other consideration shall be payable by Landlord to Tenant for an the right of cancellation, and Tenant shall have no right to share in any condemnation award based upon its leasehold interest or in any judgment for such damages or in any proceeds of any sale made under any threat of condemnation or taking, without impairing any rights In the event of LANDLORD such condemnation proceedings, Tenant shall have the right to separately pursue its own award for the taking of or injury to the reversion. In the event that a part any of the demised premises shall be taken or condemned that (a) the part so taken includes the building on the demised premises or any part thereof or (b) the part so taken shall remove from the premises 20% or more of the front depth of the parking areas thereof, or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall result in cutting off direct access from the demised premises to any adjacent public street or highway, then and in any such eventTenant’s personal property, the TENANT may at any time either prior to or within a period interruption of sixty (60) days after the date when possession of the premises shall be required by the condemning authority elect to terminate this Lease, or if any option to purchase the premises is conferred upon the TENANT by any other provision of this Lease, may as an alternative to such termination of this Lease elect to purchase the demised premises in accordance with such purpose option. In the event that TENANT shall fail to exercise any such option to terminate this Lease or to purchase the premises or in the event that a part of the demised premises shall be taken or condemned under circumstances under which the TENANT will have no such option, then Tenant’s business and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to such taking, to the extent that may have been necessary by such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease shall be submitted to the American Arbitration Society, whose decision shall be binding on the parties heretorelocation expenses.

Eminent Domain. If In the whole, or any part event the whole of the demised premises Premises, the Building or the Project shall be taken under the power of eminent domain, or condemned by sold to prevent the exercise thereof (collectively, a “Taking”), this Lease shall automatically terminate as of the date of such Taking. In the event a Taking of a portion of the Project, the Building or the Premises shall, in the reasonable opinion of (i) Landlord, substantially interfere with Landlord’s operation thereof, or (ii) Tenant, result in a Tenant Impact, either party may terminate this Lease upon thirty (30) days’ written notice to the other party given at any competent authority for any public use or purpose during time within sixty (60) days following the term date of such Taking. For purposes of this Lease. TENANT reserves , the unto itself date of Taking shall be the right to prosecute its claim for an award based upon its leasehold interest for earlier of the date of transfer of title resulting from such taking, without impairing any rights Taking or the date of LANDLORD for the taking transfer of or injury to the reversionpossession resulting from such Taking. In the event that a part portion of the demised premises Premises is so taken and this Lease is not terminated, Landlord shall, to the extent of proceeds paid to Landlord as a result of the Taking, with reasonable diligence, use commercially reasonable efforts to proceed to restore (to the extent permitted by Law and covenants, conditions and restrictions then applicable to the Project) the Premises (other than Tenant’s personal property and fixtures, and above-standard tenant improvements) to a complete, functioning unit. In such case, the Base Rent shall be taken or condemned that (a) the part so taken includes the building reduced proportionately based on the demised premises portion of the Premises so taken. If all or any part thereof or (b) the part so taken shall remove from the premises 20% or more portion of the front depth Premises is the subject of a temporary Taking, this Lease shall remain in full force and effect and Tenant shall continue to perform each of its obligations under this Lease; in such case, Tenant shall be entitled to receive the entire award allocable to the temporary Taking of the parking areas thereofPremises. Except as provided herein, Tenant shall not assert any claim against Landlord or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall result in cutting off direct access from the demised premises to any adjacent public street or highway, then and in any such event, the TENANT may at any time either prior to or within a period of sixty (60) days after the date when possession of the premises shall be required by the condemning authority elect for, and hereby assigns to terminate Landlord, any compensation in connection with any such Taking, and Landlord shall be entitled to receive the entire amount of any award therefor, without deduction for any estate or interest of Tenant. Nothing contained in this LeaseParagraph 10 shall be deemed to give Landlord any interest in, or if prevent Tenant from seeking any option to purchase award against the premises is conferred condemning authority for the Taking of personal property, fixtures, above standard tenant improvements of Tenant or for relocation or moving expenses recoverable by Tenant from the condemning authority. This Paragraph 10 shall be Tenant’s sole and exclusive remedy in the event of a Taking. This Lease sets forth the terms and conditions upon the TENANT by any other provision of this Lease, may as an alternative to such termination of which this Lease elect to purchase the demised premises may terminate in accordance with such purpose option. In the event that TENANT shall fail to exercise of a Taking. Accordingly, the parties waive the provisions of the California Code of Civil Procedure Section 1265.130 and any such option successor or similar statutes permitting the parties to terminate this Lease or to purchase the premises or in the event that as a part result of the demised premises shall be taken or condemned under circumstances under which the TENANT will have no such option, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to such taking, to the extent that may have been necessary by such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease shall be submitted to the American Arbitration Society, whose decision shall be binding on the parties heretoTaking.

Eminent Domain. Section 1 1.1 If the whole, or any part whole of the demised premises Real Property, the Building or the Premises shall be taken acquired or condemned by any competent authority for any public or quasi-public use or purpose during purpose, this Lease and the term Term shall end as of this Leasethe date of the vesting of title with the same effect as if said date were the Expiration Date. TENANT reserves the unto itself the right to prosecute its claim for an award based upon its leasehold interest for such taking, without impairing any rights of LANDLORD for the taking of or injury to the reversion. In the event that If only a part of the demised premises Real Property (comprised of at least thirty percent (30%) of the rentable area of the Building) and not the entire Premises shall be taken so acquired or condemned that then, (a1) except as hereinafter provided in this Section 11.1, this Lease and the Term shall continue in force and effect, but, if a part of the Premises is included in the part of the Real Property so acquired or condemned, from and after the date of the vesting of title, (x) the Fixed Rent and the Space Factor shall be reduced in the proportion which the area of the part of the Premises so taken includes acquired or condemned bears to the building on total area of the demised premises Premises immediately prior to such acquisition or any part thereof condemnation, (y) Tenant’s Share shall be redetermined based upon the proportion in which the ratio between the rentable area of the Premises remaining after such acquisition or condemnation bears to the rentable area of the Building remaining after such acquisition or condemnation, and (bz) the part so taken security deposit pursuant to Article 31 below shall remove from be reduced in the premises 20% same proportion that the Fixed Rent and Space Factor are reduced; (2) whether or more of not the front depth of the parking areas thereofPremises shall be affected thereby, or (c) the part so taken shall consist of 25% or more of the total parking areaLandlord, or (d) such partial taking shall result in cutting off direct access from the demised premises at Landlord’s option, may give to any adjacent public street or highwayTenant, then and in any such event, the TENANT may at any time either prior to or within a period of sixty (60) days after next following the date when possession upon which Landlord shall have received notice of the premises shall be required by the condemning authority elect to terminate this Leasevesting of title, or if any option to purchase the premises is conferred upon the TENANT by any other provision a thirty (30) days’ notice of this Lease, may as an alternative to such termination of this Lease if Landlord shall elect to purchase terminate leases (including this Lease), affecting at least fifty percent (50%) of the demised premises in accordance with rentable area of the Building (excluding any rentable area leased by Landlord or its Affiliates); and (3) if the part of the Real Property so acquired or condemned shall contain more than fifteen percent (15%) of the total area of the Premises immediately prior to such purpose acquisition or condemnation, or if, by reason of such acquisition or condemnation, Tenant no longer has reasonable means of access to the Premises, Tenant, at Tenant’s option, may give to Landlord, within sixty (60) days next following the date upon which Tenant shall have received notice of vesting of title, a thirty (30) days’ notice of termination of this Lease. In the event that TENANT shall fail to exercise If any such option to terminate thirty (30) days’ notice of termination is given by Landlord or Tenant, this Lease or and the Term shall come to purchase an end and expire upon the premises or in \ expiration of said thirty (30) days with the event that same effect as if the date of expiration of said thirty (30) days were the Expiration Date. If a part of the demised premises Premises shall be taken so acquired or condemned under circumstances under which and this Lease and the TENANT will have no such optionTerm shall not be terminated pursuant to the foregoing provisions of this Section 1 1.1, then and in either such event the LANDLORD shallLandlord, with reasonable promptnessat Landlord’s expense, make necessary repairs to and alterations shall restore that part of the improvements on the demised premises for the purpose Premises not so acquired or condemned to a self-contained rental unit inclusive of restoring the same to an economic architectural unitTenant’s Alterations (other than Specialty Alterations), susceptible to the same use as except that which was in effect immediately if such acquisition or condemnation occurs prior to such takingcompletion of the Initial Alterations, Landlord shall only be required to restore that part of the extent that may have been necessary by such condemnation, subject Premises not so acquired or condemned to a proself-rata reduction in rentalcontained rental unit exclusive of Tenant’s Alterations. Any dispute resulting from Section 9.3 Upon the termination of this Lease and the Term pursuant to the provisions of this Section 11.1, the Rental shall be submitted to the American Arbitration Society, whose decision apportioned and any prepaid portion of Rental for any period after such date shall be binding on the parties heretorefunded by Landlord to Tenant.

Eminent Domain. If In the whole, event the whole or any part substantially all of the demised premises Premises, the Building or the Project (or the parking areas) shall be taken under the power of eminent domain, or condemned sold to prevent the exercise thereof (collectively, a “Taking”), this Lease shall automatically terminate as of the date of such Taking. In the event a Taking of a portion of the Project, the Building or the Premises shall, in the reasonable opinion of Landlord, substantially interfere with Landlord’s operation thereof, or if any of Landlord’s Mortgage(s) require application of the condemnation proceeds to the reduction of the mortgage indebtedness, Landlord may terminate this Lease upon thirty (30) days’ written notice to Tenant given at any time within sixty (60) days following the date of such Taking. If the Taking renders all or a substantial portion of the Premises untenantable or inaccessible or results in a material reduction of accessible on-site parking spaces to the extent that the Project is not in compliance with applicable Laws or is no longer viable for Tenant to continue to operate its business at the Premises in the manner operated immediately prior to such taking, Tenant may terminate this Lease effective on the date of Taking by any competent authority for any public use or purpose during the term written notice given no later than sixty (60) days after such date. For purposes of this Lease. TENANT reserves , the unto itself date of Taking shall be the right to prosecute its claim for an award based upon its leasehold interest for earlier of the date of transfer of title resulting from such taking, without impairing any rights Taking or the date of LANDLORD for the taking transfer of or injury to the reversionpossession resulting from such Taking. In the event that a part portion of the demised premises Premises is so taken and this Lease is not terminated, Landlord shall, with reasonable diligence, use commercially reasonable efforts to proceed to restore (to the extent permitted by Law and covenants, conditions and restrictions then applicable to the Project) the Premises (other than Tenant’s personal property and fixtures, and above-standard tenant improvements) to a complete, functioning unit, including the Tenant Improvements as appropriately adjusted to reflect the Taking. During such restoration, the Basic Annual Rent, Operating Expenses and Additional Rent shall be taken or condemned that fully abated until the earlier of (ai) the part so taken includes date Tenant re-opens for business in the building Premises; or (ii) the date the Premises, including the Tenant Improvements, have been Substantially Completed, at which time, the Basic Annual Rent, Tenant’s Proportionate Share of Operating Expenses and Additional Rent shall be permanently reduced proportionately based on the demised premises portion of the Premises so taken. If all or any part thereof or (b) the part so taken shall remove from the premises 20% or more portion of the front depth Premises is the subject of a temporary Taking, this Lease shall remain in full force and effect and Tenant shall continue to perform each of its obligations under this Lease; in such case, Tenant shall be entitled to receive the entire award allocable to the temporary Taking of the parking areas thereofPremises. Except as provided herein, Tenant shall not assert any claim against Landlord or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall result in cutting off direct access from the demised premises to any adjacent public street or highway, then and in any such event, the TENANT may at any time either prior to or within a period of sixty (60) days after the date when possession of the premises shall be required by the condemning authority elect for, and hereby assigns to terminate Landlord, any compensation in connection with any such Taking, and Landlord shall be entitled to receive the entire amount of any award therefor, without deduction for any estate or interest of Tenant. Nothing contained in this LeaseParagraph 10, however, shall be deemed to give Landlord any interest in, or if prevent Tenant from seeking any option award against the condemning authority for any and all damages to purchase the premises is conferred upon the TENANT or loss of leasehold interest created by any other provision of this Lease, may as an alternative to such termination of this Lease elect to purchase or Tenant's business, the demised premises Taking of personal property, fixtures, equipment, above standard tenant improvements of Tenant or for relocation or moving expenses recoverable by Tenant from the condemning authority. This Paragraph 10 shall be Tenant’s sole and exclusive remedy in accordance with such purpose option. In the event that TENANT shall fail to exercise of a Taking. This Lease sets forth the terms and conditions upon which this Lease may terminate in the event of a Taking. Accordingly, the parties waive any such option statutes permitting the parties to terminate this Lease or to purchase the premises or in the event that as a part result of the demised premises shall be taken or condemned under circumstances under which the TENANT will have no such option, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to such taking, to the extent that may have been necessary by such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease shall be submitted to the American Arbitration Society, whose decision shall be binding on the parties heretoTaking.

Eminent Domain. If the whole, or any part of the demised premises shall be taken or condemned by any competent authority for any public use or purpose during the term of this Lease. TENANT reserves the unto itself the right to prosecute its claim for an award based upon its leasehold interest for such taking, without impairing any rights of LANDLORD for the taking of or injury to the reversion. In the event that a part of the demised premises entire Property shall be taken under any condemnation or condemned that (a) eminent domain proceedings or by private purchase under threat of condemnation during the part so taken includes term hereof, or in the building on the demised premises or event any part thereof or (b) the part so taken shall remove from the premises 20% or more portion of the front depth of Property shall be ta xxx in any such proceedings and the parking areas thereofremaining portion shall not be suitable or adequate for the uses and purposes for which the Property is being utilized by Lessee, or (c) the part so taken shall consist of 25% or more of the total parking areathen, or (d) such partial taking shall result in cutting off direct access from the demised premises to any adjacent public street or highway, then and in any such event, the TENANT may at any time either prior to or within a period of sixty (60) days after this lease shall terminate on the date when possession of such taking, and any rental paid in advance shall be apportioned and promptly refunded to Lessee. If a portion of the premises Property shall be required taken under any condemnation or eminent domain proceedings or by private purchase under threat of condemnation during the condemning authority elect to terminate term hereof. and the remaining portion of the Property not taken or condemned shall be suitable and adequate for the uses and purposes of Lessee, permitted by this Leaselease, then, in such event, this agreement shall be and remain unaffected by such condenmation or if any option to purchase the premises is conferred upon the TENANT by any other provision of this Lease, may eminent domain proceedings as an alternative to such termination remaining property unaffected by such proceeding, except that, effective as of this Lease elect to purchase the demised premises in accordance with date of such purpose option. In taking, the event that TENANT rental shall fail to exercise any such option to terminate this Lease or to purchase be diminished by an amount representing the premises or in the event that a part of the demised premises rental applicable to that portion, if any, of the Property, which is so condemned or taken. All compensation awarded or paid upon a total or partial taking of the Property, including the value of the leasehold estate created hereby, shall belong to and be the property of Lessor without any participation by Lessee; provided, however, . .,,_that nothing contained herein shall be taken or condemned under circumstances under which construed to preclude Lessee, at Lessee's sole cost and expense, from independently prosecuting any claim directly against the TENANT will have condenming authority for loss of busine~~'-'·£-~;:andLor depreciatior: ... __ to, damage to, and/or cost of removal of and/or for the value of stock and/or trade fixtures, furniture and other personal property belonging to Lessee; provided, however, that no such option, then claim shall diminish or otherwise adversely affect Lessor's award or ·other awards of any and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to all ground and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to such taking, to the extent that may have been necessary by such condemnation, subject to a pro-rata reduction in rentalunderlying essors or mortgagees. Any dispute resulting from Section 9.3 of this Lease shall be submitted to the American Arbitration Society, whose decision shall be binding on the parties hereto..:_-:,:-:,_ --~ ....

Eminent Domain. If the whole, or any part of the demised premises shall be taken or condemned by any competent authority for any public use or purpose during the term of this Lease. TENANT reserves the unto itself the right to prosecute its claim for an award based upon its leasehold interest for such taking, without impairing any rights of LANDLORD for the taking of or injury to the reversion. In the event that of: (i) a part taking of the demised premises entire Premises, or a substantial portion as would render the balance of the Premises not suitable for Tenant's then current use; or (ii) a taking of all or any portion of Landlord's Retail Facility, which results in Landlord permanently ceasing operations on such Real Property, then this Lease may be terminated at the option of either party. Such option shall be taken or condemned that (a) the part so taken includes the building on the demised premises or any part thereof or (b) the part so taken shall remove from the premises 20% or more exercised by giving written notice of the front depth of the parking areas thereof, or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall result in cutting off direct access from the demised premises to any adjacent public street or highway, then and in any such event, the TENANT may at any time either prior to or termination within a period of sixty (60) days after such taking or conveyance, whereupon this Lease shall forthwith terminate and the Rent shall be duly apportioned as of the date when of such taking or conveyance. Upon such termination, Tenant shall surrender to Landlord the Premises and all of Tenant's interest therein under this Lease, and Landlord may re-enter and take possession of the premises Premises or remove Tenant therefrom. The taking of any portion of the building located on the Premises, fifteen percent (15%) of the then existing parking area, or the loss or adverse change in rights of access or ingress and egress as then established shall be required by considered a substantial taking as would render the condemning authority elect to terminate this Lease, or if any option to purchase the premises is conferred upon the TENANT by any other provision of this Lease, may as an alternative to such termination of this Lease elect to purchase the demised premises in accordance with such purpose optionPremises not suitable for Tenant's then current use. In the event that TENANT shall fail to exercise any such option to terminate this Lease of a taking of less than the entire Premises or to purchase less than a substantial portion as would render the premises or in the event that a part balance of the demised premises shall be taken or condemned under circumstances under which the TENANT will have no such optionPremises not suitable for Tenant's then current use, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to such taking, to the extent that may have been necessary by such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease shall continue in full force and effect. Landlord shall promptly perform any repair or restoration work reasonably required to restore the Premises, insofar as possible, to its former condition, and the Rent owing hereunder shall be submitted adjusted, if necessary, in such just manner and proportion as the part so taken (and its effect on Tenant's ability to use the remainder of the Premises) bears to the American Arbitration Societywhole. In the event of taking or conveyance as described herein, whose decision Landlord shall receive the award or consideration for the lands and improvements so taken; provided, however, that Landlord shall have no interest in any award made for Tenant's loss of business or value of its leasehold interest or for the taking of Tenant's fixtures or property, or for Tenant's relocation expenses. Tenant shall have the option to perform such restoration and Landlord shall upon Tenant's election provide the whole of such award or such portion thereof as may be binding on necessary for Tenant to accomplish the parties heretorestoration. Landlord and Tenant shall cooperate with one another in making claims for condemnation awards.

Eminent Domain. ‌ If the whole, all or any part of the demised premises Premises shall be taken as a result of the exercise of the power of eminent domain or condemned by any competent authority for any public use or purpose during transfer in lieu thereof, this Lease shall terminate as to the term part so taken as of this Leasethe date of taking. TENANT reserves In the unto itself case of a partial taking, Tenant shall have the right to prosecute its claim for an award based upon its leasehold interest for such taking, without impairing any rights of LANDLORD for the taking of or injury terminate this Lease as to the reversionbalance of the Premises by written notice to City within thirty (30) days after such date; provided, however, that a condition to the exercise by Tenant of such right to terminate shall be that the portion of the Premises taken shall be of such extent and nature as to materially impair Tenant's use of the balance of the Premises as a Communications Site. In the event that of a part partial taking of the demised premises shall be taken or condemned that (a) the part so taken includes the building on the demised premises or any part thereof or (b) the part so taken shall remove from the premises 20% or more of the front depth of the parking areas thereof, or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall Premises which does not result in cutting off direct access from the demised premises to any adjacent public street or highway, then and in any such event, the TENANT may at any time either prior to or within a period of sixty (60) days after the date when possession of the premises shall be required by the condemning authority elect to terminate this Lease, or if any option to purchase the premises is conferred upon the TENANT by any other provision termination of this Lease, may the Base Rent and Additional Charges thereafter to be paid shall be equitably reduced. If any material part of the Building shall be taken as an alternative a result of the exercise of the power of eminent domain or any transfer in lieu thereof, City shall have the right to such termination of terminate this Lease elect by written notice to purchase Tenant within thirty (30) days of the demised premises in accordance with such purpose optiondate of the taking. In the event of any taking, City shall be entitled to any award which may be paid or made in connection therewith. Tenant shall have no claim against City for the value of any unexpired term of this Lease or otherwise except that TENANT shall fail Tenant may claim any portion of the award that is specifically allocable to exercise Tenant's relocation expenses or the interruption of or damage to Tenant's business or loss or damage to Tenant's Property. The parties understand and agree that the foregoing provisions of this Section are intended to govern fully the rights and obligations of the parties in the event of a taking. Tenant and City each hereby waives and releases any such option right to terminate this Lease or to purchase the premises in whole or in the event that a part under Sections 1265.120 and 1265.130 of the demised premises shall be taken California Code of Civil Procedure (partial termination of lease and Court order terminating lease, respectively) or condemned under circumstances under which the TENANT will have no such optionany similar law, then and statute or ordinance now or hereafter in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to such taking, to the extent that may have been necessary by such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease shall be submitted to the American Arbitration Society, whose decision shall be binding on the parties hereto.effect.‌

Eminent Domain. If In the whole, event (a) the whole of all Affected Areas or any (b) such part thereof as shall substantially interfere with Xxxxxx’s use and occupancy of the demised premises Premises for the Permitted Use shall be taken or condemned by any competent authority for any public use or quasi-public purpose during the term by any lawful power or authority by exercise of this Lease. TENANT reserves the unto itself the right of appropriation, condemnation or eminent domain, or sold to prosecute its claim for an award based upon its leasehold interest for prevent such taking, without impairing any rights Tenant or Landlord may terminate this Lease effective as of LANDLORD for the date possession is required to be surrendered to such authority, except with regard to (1) items occurring prior to the taking and (2) provisions of this Lease that, by their express terms, survive the expiration or injury to the reversionearlier termination hereof. In the event that of a part partial taking of the demised premises shall be taken or condemned that (a) the part so taken includes Building or the building on the demised premises or any part thereof Project or (b) drives, walkways or parking areas serving the part so taken shall remove from Building or the premises 20% Project for any public or more quasi-public purpose by any lawful power or authority by exercise of right of appropriation, condemnation, or eminent domain, or sold to prevent such taking, then, without regard to whether any portion of the front depth of the parking areas thereofPremises occupied by Tenant was so taken, or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall result in cutting off direct access from the demised premises to any adjacent public street or highway, then and in any such event, the TENANT Landlord may at any time either prior to or within a period of sixty (60) days after the date when possession of the premises shall be required by the condemning authority elect to terminate this Lease, or if any option Lease (except with regard to purchase (1) items occurring prior to the premises is conferred upon the TENANT by any other provision of this Lease, may as an alternative to such termination taking and (2) provisions of this Lease elect that, by their express terms, survive the expiration or earlier termination hereof) as of such taking if such taking is of a material nature such as to purchase make it uneconomical to continue use of the demised premises unappropriated portion for purposes of renting office. Each party shall be entitled to pursue their own separate claims against the condemning authority as allowed by Applicable Law. However, Landlord shall assert no claims as to the value of the underlying real estate upon which the Building is located and Tenant shall assert no claims as to the value of the Building. If, upon any taking of the nature described in accordance with such purpose option. In the event that TENANT shall fail to exercise any such option to terminate this Article, this Lease or to purchase the premises or continues in the event that a part of the demised premises shall be taken or condemned under circumstances under which the TENANT will have no such optioneffect, then and in either such event Landlord shall promptly proceed to restore the LANDLORD shall, with reasonable promptness, make necessary repairs Affected Areas to and alterations of the improvements on the demised premises for the purpose of restoring the substantially their same to an economic architectural unit, susceptible to the same use as that which was in effect immediately condition prior to such partial taking, to . To the extent that may have been necessary by such condemnationrestoration is infeasible, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease the Rent shall be submitted decreased proportionately to reflect the American Arbitration Society, whose decision shall be binding on loss of any portion of the parties heretoPremises no longer available to Tenant.

Eminent Domain. If the wholeMortgaged Estate, or any part of the demised premises shall be taken or condemned by any competent authority for any public use or purpose during the term of this Lease. TENANT reserves the unto itself the right to prosecute its claim for an award based upon its leasehold interest for such taking, without impairing any rights of LANDLORD for the taking of or injury to the reversion. In the event that a part of the demised premises shall be taken or condemned that (a) the part so taken includes the building on the demised premises or any part thereof or (b) the part so interest therein, be taken shall remove from the premises 20% or more damaged by reason of the front depth of the parking areas thereofany public improvement or condemnation proceeding, or in any other manner (c) the part so taken shall consist of 25% or more of the total parking areaa "Condemnation"), or (d) should Fine Host receive any notice or other information regarding any such partial taking proceeding, Fine Host shall result in cutting off direct access from give prompt written notice thereof to the demised premises to any adjacent public street or highway, then and Administrative Agent. The Administrative Agent may participate in any such eventCondemnation proceedings, and Fine Host shall from time to time deliver to the TENANT may Administrative Agent all instruments requested by the Administrative Agent to permit such participation. Fine Host shall, at its expense, diligently prosecute any time either prior such proceedings and shall consult with the Administrative Agent and its attorneys and experts, and cooperate with them in the carrying on or defense of any such proceedings. All proceeds of Condemnation awards or proceeds of sale in lieu of Condemnation with respect to the Mortgaged Estate and all judgments, decrees and awards for injury or within a period of sixty (60) days after damage to the date when possession Mortgaged Estate or any part thereof or interest therein shall be paid to the Administrative Agent and shall be applied first to all costs and expenses incurred by the Administrative Agent in obtaining the proceeds. The balance of the premises proceeds, if any, shall be required by applied at the condemning authority elect to terminate this Lease, option of Fine Host if no Event of Default has occurred and is continuing (or if any Event of Default has occurred and is continuing, at the option to purchase the premises is conferred upon the TENANT by any other provision of this Lease, may as an alternative to such termination of this Lease elect to purchase the demised premises in accordance with such purpose option. In the event that TENANT shall fail to exercise any such option to terminate this Lease or to purchase the premises or in the event that a part of the demised premises shall be taken Administrative Agent), (i) toward altering, restoring or condemned under circumstances under which rebuilding the TENANT will have no Mortgaged Estate or such option, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to such taking, to the extent portion thereof that may have been necessary altered, damaged or destroyed or (ii) against Secured Obligations, in such order as Fine Host if no Event of Default has occurred and is continuing (or if any Event of Default has occurred and is continuing, in such order as the Administrative Agent), may in its discretion elect. If the Administrative Agent elects not to apply all of the Condemnation proceeds for the restoration or repair of the Mortgaged Estate as provided above, Fine Host shall not be required to repair or restore that portion of the Mortgaged Estate affected by such condemnation, subject the Administrative Agent's election and the failure to do so shall not constitute a pro-rata reduction breach by Fine Host of its obligation to maintain the Mortgaged Estate set forth in rentalSection 1.04 hereof. Any dispute resulting from Section 9.3 of this Lease shall be submitted Fine Host hereby assigns and transfers to the American Arbitration SocietyAdministrative Agent, whose decision for the ratable benefit of the Banks, and agrees to execute such further assignments of, all such proceeds, judgments, decrees and awards as the Administrative Agent may request. The Administrative Agent is hereby authorized, in the name of Fine Host, to execute and deliver valid acquittances for, and to appeal from, any such judgment, decree or award. The Administrative Agent shall be binding on not be, in any event or circumstance, liable or responsible for failure to collect or exercise diligence in the parties heretocollection of any proceeds, judgments, decrees or awards.

Eminent Domain. If the wholeleased premises or any part is taken or condemned either permanently or temporarily for any public or quasi-public use or purpose by any competent authority in appropriation proceedings or by any right of eminent domain, the entire compensation award including, but not limited to, all damages as compensation for diminution in value of the leasehold reversion and fee, shall belong to the LANDLORD without any deduction for any present or future estate of the TENANT, and the TENANT hereby assigns to the LANDLORD all its rights, title and interest to any such award. Although all damages in the event of any condemnation are to belong to the LANDLORD, the TENANT shall have the right to claim and recover from the condemning authority, but not from the LANDLORD, such compensation as may be separately awarded to or recoverable by the TENANT in the TENANT'S own right on account of any and all damage to the TENANT'S business and for or on account of any cost or loss to which the TENANT might be put in removing the TENANT'S merchandise, furniture, fixtures, leasehold improvements and equipment. If the whole or any part of the demised leased premises shall be is taken or condemned by any competent authority the exercise of the power of eminent domain so as to render the leased premises unsuitable for any public use or purpose during business, in the opinion of the TENANT and LANDLORD, then the term of this Lease. TENANT reserves Lease shall terminate as of the unto itself date possession is taken by the right to prosecute its claim for an award based upon its leasehold interest for such taking, without impairing any rights of LANDLORD for the taking of or injury to the reversioncondemnor. In the event that of a part partial taking or condemnation which is not extensive enough to render the premises unsuitable for business, in the opinion of the demised premises TENANT and LANDLORD, then the LANDLORD shall be taken or condemned that (a) promptly restore the part so taken includes the building on the demised premises or any part thereof or (b) the part so taken shall remove from the premises 20% or more remaining portion of the front depth of the parking areas thereof, or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall result in cutting off direct access from the demised leased premises to any adjacent public street or highway, then and in any such event, the TENANT may at any time either prior a condition as comparable as possible to or within a period of sixty (60) days after the date when possession of the premises shall be required by the condemning authority elect to terminate this Lease, or if any option to purchase the premises is conferred upon the TENANT by any other provision of this Lease, may as an alternative to such termination of this Lease elect to purchase the demised premises in accordance with such purpose option. In the event that TENANT shall fail to exercise any such option to terminate this Lease or to purchase the premises or in the event that a part of the demised premises shall be taken or condemned under circumstances under which the TENANT will have no such option, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect its condition immediately prior to such taking, to the extent that may have been necessary by preceding such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of and this Lease shall be submitted to continue in force and effect, and the American Arbitration Society, whose decision minimum rent shall be binding on reduced in proportion to any reduction in the parties heretosquare footage of the building following such taking and restoration.

Eminent Domain. If the whole, or any part of the demised premises shall be taken or condemned by any competent authority for any public use or purpose during the term of this Lease. TENANT reserves the unto itself the right to prosecute its claim for an award based upon its leasehold interest for such taking, without impairing any rights of LANDLORD for the taking of or injury to the reversion. In the event that a part of the demised premises shall be taken or condemned that exercise of the power of eminent domain whereby (a) such portion of the part so Building is taken includes that access to the building on Leased Premises is permanently impaired thereby and reasonable alternate access is not provided by Landlord within a time period which is reasonable under the demised premises or any part thereof or circumstances, (b) the part so taken shall remove from the premises 20% all or more substantially all of the front depth of Leased Premises or the parking areas thereofBuilding is taken, or (c) the part so taken shall consist of 25% or more if less than substantially all of the total parking areaBuilding is taken but Landlord, acting in good faith, determines that it is economically unfeasible to continue to operate the uncondemned portion as a first-class office building, or (d) if less than substantially all of the Leased Premises is taken, but Tenant, acting in good faith, determines that because of such partial taking shall result it is economically unfeasible to continue to conduct its business in cutting off direct access from the demised premises to any adjacent public street or highwayuncondemned portion of the Leased Premises, then in the case of (a) or (b), either party, and in the case of (c), Landlord, and in the case of (d), Tenant, shall have the right to terminate this Lease as of the date when possession of that part which was taken is required to be delivered or surrendered to the condemning authority; and in such case all rent and other charges shall be adjusted to the date of termination. The foregoing right of termination shall be applicable to the taking of any such eventestate or interest whatsoever which, as a matter of law, would deprive Landlord or Tenant of any right to possession (in common with others, as to common areas of the TENANT may at Building) for any time either prior to or within a period in excess of sixty (60) consecutive days after from the date when possession of taking, whether or not the taking be in fee, for a term of years or of any other estate or interest; and a taking shall include the transfer of title or of any interest in the Building by deed or other instrument in settlement of or in lieu of transfer by operation of law incident to condemnation proceedings. Tenant shall have no right to participate or share in any condemnation claim, damage award or settlement in lieu thereof with respect to any taking of any nature; provided, however, that Tenant shall not be precluded from claiming or receiving payment for Tenant's relocation and moving expenses as may be permitted under applicable law so long as the amount of the premises shall be required by same is not subtracted from the condemning authority elect award which Landlord is entitled to terminate this Lease, or if any option to purchase the premises is conferred upon the TENANT by any other provision of this Lease, may as an alternative to such termination of this Lease elect to purchase the demised premises in accordance with such purpose option. In the event that TENANT shall fail to exercise any such option to terminate this Lease or to purchase the premises or in the event that a part of the demised premises shall be taken or condemned under circumstances under which the TENANT will have no such option, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to such taking, to the extent that may have been necessary by such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease shall be submitted to the American Arbitration Society, whose decision shall be binding on the parties heretoreceive.

Eminent Domain. If (i) --------------------------- -------------- Mortgagor, promptly upon obtaining knowledge of any pending or threatened institution of any proceedings for the wholecondemnation of the Premises, or of any right of eminent domain, or of any other proceedings arising out of injury or damage to or decrease in the value of the Premises, including a change in grade of any street, will notify Mortgagee of the threat or pendency thereof. Mortgagee may participate in any such proceedings, and Mortgagor from time to time will execute and deliver to Mortgagee all reasonable instruments requested by Mortgagee or as may be required to permit such participation. Mortgagor shall, at its expense, diligently prosecute any such proceedings, shall deliver to Mortgagee copies of all papers served in connection therewith and shall consult and cooperate with Mortgagee, its attorneys and agents, in the carrying on and defense of any such proceedings; provided, however, that no settlement in -------- ------- excess of $100,000 of any such proceeding shall be made by Mortgagor without Mortgagee's consent. Notwithstanding any taking by eminent domain or other governmental action causing injury to, or decrease in value of, the Premises and creating a right to compensation therefor, including, without limitation, the change of the grade of any street, Mortgagor shall continue to pay interest, computed at the rate reserved in the Term Notes, on the entire unpaid principal amount thereof, until the award or compensation for such taking or other action shall have been actually received by Mortgagee. Mortgagee shall have the right to apply such award or compensation first, to reimburse Mortgagee ----- for all costs and expenses incurred in connection with the collection of such award or compensation, and, second, the remainder shall be applied, prior to the ------ occurrence of an Event of Default, to Mortgagor solely for the restoration or rebuilding, in whole or in part, of the portion of the Premises so subject to such governmental action; provided, however, that any funds in excess of the -------- ------- amount needed to restore or rebuild the Premises shall be applied towards the payment of all or any part of the demised premises Obligations; and provided further, however, ---------------- ------- that such funds held by Mortgagee to be applied to the restoration or rebuilding of the Premises shall be taken so held without payment or condemned allowance of interest thereon and shall be paid out from time to time upon compliance by Mortgagor with such reasonable provisions and requirements as may be imposed by Mortgagee. Upon the occurrence of an Event of Default, Mortgagee may retain the remainder of such award or compensation in payment of all or any competent authority for any public use or purpose during the term of this Lease. TENANT reserves the unto itself the right to prosecute its claim for an award based upon its leasehold interest for such taking, without impairing any rights of LANDLORD for the taking of or injury to the reversion. In the event that a part of the demised premises Obligations. Notwithstanding anything herein or at law or equity to the contrary, none of the awards paid to Mortgagee shall be taken or condemned that (a) the part so taken includes the building on the demised premises or any part thereof or (b) the part so taken deemed trust funds and Mortgagee shall remove from the premises 20% or more be entitled to dispose of the front depth of the parking areas thereof, or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall result same as provided in cutting off direct access from the demised premises to any adjacent public street or highway, then and in any such event, the TENANT may at any time either prior to or within a period of sixty (60) days after the date when possession of the premises shall be required by the condemning authority elect to terminate this Lease, or if any option to purchase the premises is conferred upon the TENANT by any other provision of this Lease, may as an alternative to such termination of this Lease elect to purchase the demised premises in accordance with such purpose option. In the event that TENANT shall fail to exercise any such option to terminate this Lease or to purchase the premises or in the event that a part of the demised premises shall be taken or condemned under circumstances under which the TENANT will have no such option, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to such taking, to the extent that may have been necessary by such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease shall be submitted to the American Arbitration Society, whose decision shall be binding on the parties hereto13.

Eminent Domain. If In the whole, event the Office Building or any part of the demised premises thereof shall be taken or condemned by any competent authority either permanently or temporarily for any public or quasi-public use or purpose during by any authority in appropriation proceedings or by any right of eminent domain, the term entire compensation award therefor, including, but not limited to, all damages as compensation for diminution in value of this Leasethe leasehold, reversion and fee, shall belong to the Lessor without any deduction therefrom for any present or future estate of Lessee, and Lessee hereby assigns to Lessor all its right, title and interest to any such award. TENANT reserves However, Lessee shall have the unto itself right, to the right extent permitted by law, to interpose and prosecute an independent claim against such authority for Lessee’s loss of business, the value of its claim for an award based upon its leasehold interest for such takingleasehold, without impairing any rights of LANDLORD relocation expenses, and for the taking value of or injury to the reversionLessee’s alterations, fixtures and improvements, together with Lessee’s cost of installation thereof. In the event that of a part taking under the power of eminent domain of more than (i) thirty percent (30%) of the demised premises Common Areas, or (ii) fifty percent (50%) of the floor area of the Office Building (as constituted prior to such taking) either Lessor or Lessee shall have the right to terminate this Lease without penalty by notice in writing given within ninety (90) days after the condemning authority takes possession, in which event all rents and other charges shall be taken or condemned that prorated as of the date of such termination. In the event ten percent (a10%) the part so taken includes the building on the demised premises or any part thereof or (b) the part so taken shall remove from the premises 20% or more of the front depth of the parking areas thereofpremises are taken, or (cthe taking materially impairs 1) Lessee’s ability to operate its business, 2) Lessee’s access to the part so taken shall consist of 25% or more of the total parking areaPremises, or (d3) such partial taking shall result Lessee’s access to parking granted in cutting off direct access from the demised premises to any adjacent public street or highway, then and in any such event, the TENANT may at any time either prior to or within a period of sixty (60) days after the date when possession of the premises shall be required by the condemning authority elect to terminate this Lease, Lessee shall have the sole option of terminating this Lease without penalty or if obligation of any option to purchase kind. In the premises is conferred upon event of a taking of any portion of the TENANT by any other provision Premises not resulting in a termination of this Lease, may as an alternative to such termination of this Lease elect to purchase Lessor shall restore the demised premises in accordance with such purpose option. In the event that TENANT shall fail to exercise any such option to terminate this Lease or to purchase the premises or in the event that a part of the demised premises shall be taken or condemned under circumstances under which the TENANT will have no such option, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible Premises to the same use as condition that which was in effect existed immediately prior to such before the taking, to the extent that may have been necessary by such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of and this Lease shall be submitted continue in effect with respect to the American Arbitration Societybalance of the premises, whose decision shall be binding on with a reduction of rent in proportion to the parties heretoportion of the Premises taken.

Eminent Domain. If the wholeentire Premises shall be substantially taken (either temporarily or permanently) for public purposes, or in the event Landlord shall convey or lease the Premises to any part public authority under threat of condemnation or taking, the rent shall be adjusted to the date of such taking or leasing or conveyance, and this Lease shall thereupon terminate. If only a portion of the demised premises Premises shall be taken so taken, leased or condemned by any competent authority condemned, and as a result of such partial taking, Tenant in Tenant’s reasonable opinion, is reasonably able to use the remainder of the Premises for any public use or purpose during the term purposes intended hereunder, then this Lease shall not terminate, but, effective as to the date of this Lease. TENANT reserves the unto itself the right to prosecute its claim for an award based upon its leasehold interest for such taking, without impairing leasing or condemnation, the rent hereunder shall be abated in any rights amount thereof proportionate to the area of LANDLORD the Premises so taken, leased or condemned. If, following such partial taking, Tenant shall not be reasonably able to use the remainder of the Premises for the taking of purposes intended hereunder, then this Lease shall terminate as if the entire Premises had been taken, leased or injury to the reversioncondemned. In the event that of a part taking, lease or condemnation as described in this Section, whether or not there is a termination hereunder, Tenant shall have no claim against Landlord other than an adjustment of rent, to the demised premises date of taking, lease or condemnation, and Tenant shall not be taken or condemned that (a) the part so taken includes the building on the demised premises or any part thereof or (b) the part so taken shall remove from the premises 20% or more of the front depth of the parking areas thereof, or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall result in cutting off direct access from the demised premises entitled to any adjacent public street portion of any amount that may be awarded as damages or highwaypaid as a result or in settlement of such proceedings or threat, then and in any such eventprovided, however, that Tenant may separately pursue a claim against the TENANT may at any time either prior condemnor for the value of Tenant’s personal property which Tenant is entitled to or within a period of sixty (60) days after the date when possession of the premises shall be required by the condemning authority elect to terminate remove under this Lease, or if any option to purchase the premises is conferred upon the TENANT by any moving costs, loss of business, and other provision of this Leaseclaims Tenant may have, may as an alternative to such termination of this Lease elect to purchase the demised premises in accordance with such purpose option. In the event that TENANT shall fail to exercise any such option to terminate this Lease or to purchase the premises or in the event that a part of the demised premises shall be taken or condemned under circumstances under which the TENANT will have no such option, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to such taking, but only to the extent that may have been necessary Landlord’s award is not diminished by such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease shall be submitted to the American Arbitration Society, whose decision shall be binding on the parties heretoTenant claim.

Eminent Domain. If Administrative Agent is hereby authorized and empowered to settle, adjust or compromise any and all claims and rights arising from any eminent domain or condemnation action relating to part or all of the whole, Property (or any interest therein) and to collect and receive the proceeds relating to or arising therefrom (collectively, the "Condemnation Proceeds"). Each entity which may hereafter exercise a power of eminent domain or condemnation with respect to part or all of the demised premises shall be taken or condemned by any competent authority for any public use or purpose during the term of this Lease. TENANT reserves the unto itself the right Property is hereby authorized and directed to prosecute its claim for an award based upon its leasehold interest for such takingpay Condemnation Proceeds directly to Administrative Agent, without impairing any rights of LANDLORD for the taking ratable benefit of or injury itself and Lenders, instead of to the reversionGrantor and Administrative Agent jointly. In the event that any entity which may hereafter exercise a power of eminent domain or condemnation with respect to part or all of the demised premises Property fails to disburse Condemnation Proceeds directly and solely to Administrative Agent but disburses such Condemnation Proceeds instead either solely to Grantor or to Grantor and Administrative Agent jointly, Grantor agrees to immediately endorse and transfer such Condemnation Proceeds to Administrative Agent. Upon the failure of Grantor to immediately endorse and transfer such Condemnation Proceeds as aforesaid, Administrative Agent may execute such endorsements or transfers for and in the name of Grantor, and Grantor hereby irrevocably appoints Administrative Agent as Grantor's agent and attorney-in-fact (such appointment being coupled with an interest) so to do. The Condemnation Proceeds shall be taken or condemned that (a) applied to the part so taken includes Obligations in the building on the demised premises or any part thereof or (b) the part so taken shall remove from the premises 20% or more manner set forth in Section 4.5 of the front depth Credit Agreement. If such taking by exercise of a power of 10 130 eminent domain or condemnation is not a violation of Section 1.10, then Administrative Agent will disburse from that portion of the parking areas thereofCondemnation Proceeds, if any, remaining after the application of such proceeds pursuant to the preceding sentence, an amount which it determines in its reasonable discretion shall be necessary to allow Grantor to repair or restore the Improvements to the condition (cas near as possible) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall result it was in cutting off direct access from the demised premises to any adjacent public street or highway, then and in any such event, the TENANT may at any time either prior to such taking or within a period of sixty (60) days after the date when possession of the premises conveyance, and Grantor shall be required by the condemning authority elect to terminate this Lease, or if any option to purchase the premises is conferred upon the TENANT by any other provision of this Lease, may as an alternative to such termination of this Lease elect to purchase the demised premises in accordance with such purpose optionpromptly do so. In the event that TENANT the Condemnation Proceeds remaining after the application of such proceeds pursuant to Section 4.5 of the Credit Agreement are not sufficient to fully restore the Improvements to such condition, Grantor shall fail to exercise immediately upon demand by Administrative Agent promptly deposit any such option deficiency with Administrative Agent to terminate this Lease or be disbursed in connection with such restoration. Such proceeds and additional funds as supplied by Grantor will be disbursed in accordance with procedures substantially similar to purchase the premises or those set forth in the event that a part Credit Agreement for the disbursement of the demised premises shall original proceeds of the Extensions of Credit. The repair or restoration will be taken or condemned under circumstances under which the TENANT will have no such option, then in accordance with plans and specifications subject to Administrative Agent's reasonable approval and in either such event compliance with all Applicable Laws and in accordance with the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to such taking, to the extent that may have been necessary timetable reasonably approved by such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease shall be submitted to the American Arbitration Society, whose decision shall be binding on the parties heretoAdministrative Agent.

Eminent Domain. If, prior to the Closing Date, any Seller receives notice that any portion of one of its Properties (or access or other material rights in connection therewith) as would, in Purchaser’s reasonable judgment, materially adversely affect the operation of such Property or uses of such Property is, or has been threatened in writing by a governmental authority of competent jurisdiction, to be taken by condemnation or eminent domain, such Seller shall promptly notify Purchaser, and at the election of Purchaser this Agreement shall, upon the giving of Notice of such event or of the condemning authorities’ intention so to take such Property, terminate with respect only to the impacted Property, provided the impacted Property is not one of the Necessary Properties, but the Closing shall proceed with respect to the remaining Properties (with the Purchase Price reduced by the Allocated Purchase Price of the impacted Property). If the wholeimpacted Property is a Necessary Property, Purchaser shall have the option of terminating this Agreement with respect to all Properties. If Purchaser does not elect to terminate this Agreement prior to the Closing Date, on the Closing Date all of the proceeds of any award or payment made or to be made by reason of such taking shall be assigned by such Seller to Purchaser, and any money theretofore received by such Seller in connection with such taking shall be paid over to Purchaser, whereupon Purchaser shall pay the Purchase Price without abatement by reason of such taking. Such Seller shall not settle, agree to, or accept any part award or payment in connection with a taking of less than all of the demised premises Property without obtaining Purchaser’s prior written consent in each case, which consent shall not be taken unreasonably withheld or condemned by any competent authority for any public use delayed. As used in this Section, “material rights” or purpose during the term of this Lease. TENANT reserves the unto itself the right “materially adversely affect” means, with respect to prosecute its claim for an award based upon its leasehold interest for such takinga Property, without impairing any rights of LANDLORD for the a taking of or injury to the reversion. In the event that a part of the demised premises shall be taken or condemned condemnation that (a) the part so taken includes the building on the demised premises would reduce available parking below that required by, or in general cause a violation of, any Legal Requirements or any part thereof or Permitted Exceptions, (b) would restrict or impede access to the part so taken shall remove from Property, (c) would materially impair the premises 20% or more ability to operate the Property as a medical office building, (d) would result in a condemnation award reasonably estimated to exceed five percent (5%) of the front depth of the parking areas thereofsuch Property’s Allocated Amount, or (ce) would result in a condemnation award that, when combined with the part so taken shall consist amount of 25% all other condemnation awards for takings or more condemnations affecting any of the total parking areaother Properties, or would reasonably be estimated to exceed two and one-half percent (d2.5%) such partial taking shall result in cutting off direct access from the demised premises to any adjacent public street or highway, then and in any such event, the TENANT may at any time either prior to or within a period of sixty (60) days after the date when possession of the premises shall be required by the condemning authority elect to terminate this Lease, or if any option to purchase the premises is conferred upon the TENANT by any other provision of this Lease, may as an alternative to such termination of this Lease elect to purchase the demised premises in accordance with such purpose option. In the event that TENANT shall fail to exercise any such option to terminate this Lease or to purchase the premises or in the event that a part of the demised premises shall be taken or condemned under circumstances under which the TENANT will have no such option, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to such taking, to the extent that may have been necessary by such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease shall be submitted to the American Arbitration Society, whose decision shall be binding on the parties heretoPurchase Price.

Eminent Domain. Section 11.1 If the whole, or any part whole of the demised premises Real Property, the Building or the Premises shall be taken acquired or condemned by any competent authority for any public or quasi-public use or purpose during purpose, this Lease and the term Term shall end as of this Leasethe date of the vesting of title with the same effect as if said date were the Expiration Date. TENANT reserves the unto itself the right to prosecute its claim for an award based upon its leasehold interest for such taking, without impairing any rights of LANDLORD for the taking of or injury to the reversion. In the event that If only a part of the demised premises Real Property (comprised of at least thirty percent (30%) of the rentable area of the Building) and not the entire Premises shall be taken so acquired or condemned that then, (a1) except as hereinafter provided in this Section 11.1, this Lease and the Term shall continue in force and effect, but, if a part of the Premises is included in the part of the Real Property so acquired or condemned, from and after the date of the vesting of title, (x) the Fixed Rent and the Space Factor shall be reduced in the proportion which the area of the part of the Premises so taken includes acquired or condemned bears to the building on total area of the demised premises Premises immediately prior to such acquisition or any part thereof condemnation, (y) Tenant's Share shall be redetermined based upon the proportion in which the ratio between the rentable area of the Premises remaining after such acquisition or condemnation bears to the rentable area of the Building remaining after such acquisition or condemnation, and (bz) the part so taken security deposit pursuant to Article 31 below shall remove from be reduced in the premises 20% same proportion that the Fixed Rent and Space Factor are reduced; (2) whether or more of not the front depth of the parking areas thereofPremises shall be affected thereby, or (c) the part so taken shall consist of 25% or more of the total parking areaLandlord, or (d) such partial taking shall result in cutting off direct access from the demised premises at Landlord's option, may give to any adjacent public street or highwayTenant, then and in any such event, the TENANT may at any time either prior to or within a period of sixty (60) days after next following the date when possession upon which Landlord shall have received notice of the premises shall be required by the condemning authority elect to terminate this Leasevesting of title, or if any option to purchase the premises is conferred upon the TENANT by any other provision a thirty (30) days' notice of this Lease, may as an alternative to such termination of this Lease if Landlord shall elect to purchase terminate leases (including this Lease), affecting at least fifty percent (50%) of the demised premises in accordance with rentable area of the Building (excluding any rentable area leased by Landlord or its Affiliates); and (3) if the part of the Real Property so acquired or condemned shall contain more than fifteen percent (15%) of the total area of the Premises immediately prior to such purpose acquisition or condemnation, or if, by reason of such acquisition or condemnation, Tenant no longer has reasonable means of access to the Premises, Tenant, at Tenant's option, may give to Landlord, within sixty (60) days next following the date upon which Tenant shall have received notice of vesting of title, a thirty (30) days' notice of termination of this Lease. In the event that TENANT shall fail to exercise If any such option to terminate thirty (30) days' notice of termination is given by Landlord or Tenant, this Lease or and the Term shall come to purchase an end and expire upon the premises or in expiration of said thirty (30) days with the event that same effect as if the date of expiration of said thirty (30) days were the Expiration Date. If a part of the demised premises Premises shall be taken so acquired or condemned under circumstances under which and this Lease and the TENANT will have no such optionTerm shall not be terminated pursuant to the foregoing provisions of this Section 11.1, then and in either such event the LANDLORD shallLandlord, with reasonable promptnessat Landlord's expense, make necessary repairs to and alterations shall restore that part of the improvements on the demised premises for the purpose Premises not so acquired or condemned to a self-contained rental unit inclusive of restoring the same to an economic architectural unitTenant's Alterations (other than Specialty Alterations), susceptible to the same use as except that which was in effect immediately if such acquisition or condemnation occurs prior to such takingcompletion of the Initial Alterations, Landlord shall only be required to restore that part of the extent that may have been necessary by such condemnation, subject Premises not so acquired or condemned to a proself-rata reduction in rentalcontained rental unit exclusive of Tenant's Alterations. Any dispute resulting from Section 9.3 Upon the termination of this Lease and the Term pursuant to the provisions of this Section 11.1, the Rental shall be submitted to the American Arbitration Society, whose decision apportioned and any prepaid portion of Rental for any period after such date shall be binding on the parties heretorefunded by Landlord to Tenant.

Eminent Domain. If the whole, forty percent (40%) or any part more of the demised premises rentable space in the Building or if such portion of the Premises as, in Tenant’s reasonable judgment, makes the balance of the Premises after restoration being made untenantable or otherwise unsuitable for Tenant’s use and requirements, shall be lawfully taken or condemned by any competent authority or conveyed under threat of such taking or condemnation, for any public or quasi-public use or purpose during the term of this Lease. TENANT reserves the unto itself the right to prosecute its claim for an award based upon its leasehold interest for (such taking, without impairing any rights condemnation or conveyance being referred to herein as a “Taking”), the Term of LANDLORD for this Lease shall end upon, and not before, the date of the taking of or injury possession by the condemning authority. If the Lease is not so terminated, and the Premises has been reduced in size, then Basic Monthly Rent shall be reduced in proportion to the reversion. In the event that a part of the demised premises shall be Premises which is unusable by Tenant in the conduct of its business. Tenant hereby assigns to Landlord the entire amount of any award/settlement made by reason of such Taking. If a material part of the Building is condemned or taken or condemned that (a) the part so taken includes the building on the demised premises if a substantial alteration or any part thereof or (b) the part so taken shall remove from the premises 20% or more reconstruction of the front depth Building shall, in Landlord’s opinion, be necessary or desirable as a result of the parking areas thereofsuch Taking, or Landlord may terminate this Lease by written notice to Tenant within thirty (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall result in cutting off direct access from the demised premises to any adjacent public street or highway, then and in any such event, the TENANT may at any time either prior to or within a period of sixty (6030) days after the date when possession of the premises shall be required by Taking. Each party waives the condemning authority elect provisions of Code of Civil Procedure Section 1265.130 allowing either party to petition the superior court to terminate this Lease, or if any option to purchase the premises is conferred upon the TENANT by any other provision of this Lease, may as an alternative to such termination of this Lease elect to purchase the demised premises in accordance with such purpose option. In the event that TENANT shall fail to exercise any such option to terminate this Lease or to purchase the premises or in the event that of a part partial taking of the demised premises Premises. Nothing herein contained shall be taken deemed or condemned under circumstances under which the TENANT will have no such option, then construed to prevent Tenant from interposing and prosecuting in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations of the improvements on the demised premises any Taking proceedings a claim for the purpose value of restoring the same to an economic architectural unit, susceptible any fixtures or improvements installed in or made to the same use Premises by Tenant, or for its costs of moving or loss of business by reason of such Taking, so long as that which was in effect immediately prior such claim does not interfere with or restrict Landlord’s claims for, and does not reduce, any award or settlement payable to such taking, to the extent that may have been necessary by such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease shall be submitted to the American Arbitration Society, whose decision shall be binding on the parties heretoLandlord.

Eminent Domain. If the whole, or any part of the demised premises shall be taken or condemned by any competent authority for any public use or purpose during the term of this Lease. TENANT reserves the unto itself the right to prosecute its claim for an award based upon its leasehold interest for such taking, without impairing any rights of LANDLORD for the taking of or injury to the reversion. In the event that a part during the Facility Lease Term the use of all or any portion of the demised premises Undivided Interest is requisitioned or taken by or pursuant to a request of any Governmental Entity under the power of eminent domain or otherwise for a period which does not constitute an Event of Loss, the Facility Lessee's obligation to pay all installments of Basic Rent shall continue for the duration of such requisitioning or taking. The Facility Lessee shall be taken entitled to receive and retain for its own account all sums payable for any such period by such Governmental Entity as compensation for such requisition or condemned that taking of possession. Any amount referred to in this Section 10.4 which is payable to the Facility Lessee shall not be paid to the Facility Lessee, or if it has been previously paid directly to the Facility Lessee, shall not be retained by the Facility Lessee, if at the time of such payment a Payment Default, Bankruptcy Default or Event of Default shall have occurred and be continuing, but shall be paid to and held by the Facility Lessor as security for the obligations of the Facility Lessee under this Facility Lease, and upon the earlier of (a) 180 days after the part so taken includes Facility Lessor shall have received such amount; provided the building on the demised premises Facility Lessor has not proceeded to exercise any remedy under Section 17 and it is not stayed or any part thereof prevented by law or otherwise from exercising such remedy and (b) the part so taken such time as there shall remove from the premises 20% or more of the front depth of the parking areas thereof, or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall result in cutting off direct access from the demised premises to any adjacent public street or highway, then and in not be continuing any such eventPayment Default, the TENANT may at any time either prior to Bankruptcy Default or within a period Event of sixty (60) days after the date when possession of the premises Default, such amount shall be required by the condemning authority elect to terminate this Lease, or if any option to purchase the premises is conferred upon the TENANT by any other provision of this Lease, may as an alternative to such termination of this Lease elect to purchase the demised premises in accordance with such purpose option. In the event that TENANT shall fail to exercise any such option to terminate this Lease or to purchase the premises or in the event that a part of the demised premises shall be taken or condemned under circumstances under which the TENANT will have no such option, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible paid to the same use as that which was in effect immediately prior to such taking, to the extent that may have been necessary by such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease shall be submitted to the American Arbitration Society, whose decision shall be binding on the parties heretoFacility Lessee.

Eminent Domain. If the wholeBuilding, or a substantial part thereof or a substantial part of the PREMISES, shall be lawfully taken or condemned or conveyed in lieu thereof, (or conveyed under threat of such taking or condemnation), for any public or quasi-public use or purpose, the term of this Lease shall end upon and not before the date of the taking of possession by the condemning authority and without apportionment of the award. TENANT hereby assigns to LANDLORD TENANT'S interest, if any, in such award and specifically agrees that any such award shall be the entire property of LANDLORD in which TENANT shall not be entitled to share. TENANT further waives any right to challenge the right of the condemning authority to proceed with such taking. Current rent shall be apportioned as of the date of such termination. If any part of the demised premises Building other than the PREMISES or not constituting a substantial part of the PREMISES, shall be so taken or condemned (or conveyed under threat of such taking or condemnation), or if the grade of any street adjacent to the Building is changed by any competent authority for any public use and such taking or purpose during change of grade 14 makes it necessary or desirable to substantially remodel or restore the term of this Lease. TENANT reserves the unto itself Building, LANDLORD shall have the right to prosecute its claim for an award based cancel this Lease upon its leasehold interest for such taking, without impairing any rights not less than ninety (90) days notice prior to the date of cancellation designated in the notice. No money or other consideration shall be payable by LANDLORD to TENANT for the taking right of or injury cancellation, and TENANT shall have no right to the reversion. In the event that a part of the demised premises shall be taken or condemned that (a) the part so taken includes the building on the demised premises or any part thereof or (b) the part so taken shall remove from the premises 20% or more of the front depth of the parking areas thereof, or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall result in cutting off direct access from the demised premises to any adjacent public street or highway, then and share in any such event, the TENANT may at condemnation award or in any time either prior to judgment for damages or within a period in any proceeds of sixty (60) days after the date when possession any sale made under any threat of the premises shall be required by the condemning authority elect to terminate this Lease, condemnation or if any option to purchase the premises is conferred upon the TENANT by any other provision of this Lease, may as an alternative to such termination of this Lease elect to purchase the demised premises in accordance with such purpose optiontaking. In the event that TENANT shall fail have the right to exercise any such option to terminate this Lease or to purchase the premises or separately pursue its own award for relocation expenses in the event that a part of the demised premises shall be taken or condemned under circumstances under which the TENANT will have no such option, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to such taking, to the extent that may have been necessary by such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease shall be submitted to the American Arbitration Society, whose decision shall be binding on the parties heretocondemnation proceedings.

Eminent Domain. Section 18 of the Original Lease is hereby deleted in its entirety and replaced with the following: If the wholewhole of the Premises or the Project or so much thereof as to render the balance unusable by Tenant shall be taken under power of eminent domain, or is sold, transferred or conveyed in lieu thereof, this Lease shall automatically terminate as of the date of such condemnation, or as of the date possession is taken by the condemning authority, at Landlord's option. No award for any partial or entire taking shall be apportioned, and Tenant hereby assigns to Landlord any award which may be made in such taking or condemnation, together with any and all rights of Tenant now or hereafter arising in or to the same or any part of the demised premises thereof; provided, however, that nothing contained herein shall be taken deemed to give Landlord any interest in or condemned by to require Tenant to assign to Landlord any competent authority for any public use or purpose during the term of this Lease. TENANT reserves the unto itself the right award made to prosecute its claim for an award based upon its leasehold interest for such taking, without impairing any rights of LANDLORD Tenant for the taking of personal property and trade fixtures belonging to Tenant and removable by Tenant at the expiration of the Term hereof as provided hereunder or injury to for the reversionloss of Tenant’s leasehold interest or the interruption of, or damage to, Tenant's business. In the event that of a part of the demised premises shall be taken partial taking described in this Article 18, or condemned that (a) the part so taken includes the building on the demised premises a sale, transfer or any part thereof or (b) the part so taken shall remove from the premises 20% or more of the front depth of the parking areas conveyance in lieu thereof, or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall which does not result in cutting off direct access from the demised premises to any adjacent public street or highway, then and in any such event, the TENANT may at any time either prior to or within a period of sixty (60) days after the date when possession of the premises shall be required by the condemning authority elect to terminate this Lease, or if any option to purchase the premises is conferred upon the TENANT by any other provision termination of this Lease, may as an alternative the rent shall be apportioned according to such termination the ratio that the part of this Lease elect the Premises remaining useable by Tenant bears to purchase the demised premises in accordance with such purpose optiontotal area of the Premises. In the event that TENANT shall fail Tenant hereby waives any and all rights it might otherwise have pursuant to exercise any such option Applicable Law, to terminate this the Lease or to purchase the premises or in the event that of a part of the demised premises shall be taken or condemned under circumstances under which the TENANT will have no such option, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to such partial taking, to the extent that may have been necessary by such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease shall be submitted to the American Arbitration Society, whose decision shall be binding on the parties hereto.

Eminent Domain. 23.01 If the whole, or any part whole of the demised premises Demised Premises shall be taken or condemned by any competent public or quasi-public authority under the power of condemnation, eminent domain or expropriation, or in the event of conveyance of the whole of the Demised Premises in lieu thereof, this Lease shall terminate as of the day possession shall be taken by such authority. If 25% or less of the Floor Space of the Building shall be so taken or conveyed, this Lease shall terminate only in respect of the part so taken or conveyed as of the day possession shall be taken by such authority. If more than 25% of the Floor Space of the Building shall be so taken or conveyed, this Lease shall terminate only in respect of the part so taken or conveyed as of the day possession shall be taken by such authority, but either party shall have the right to terminate this Lease upon notice given to the other party within 30 days after such taking possession. If so much of the parking facilities shall be so taken or conveyed that the number of parking spaces necessary, in Landlord's judgment, for the continued operation of the Building shall not be available, Landlord shall, by notice to Tenant, terminate this Lease as of the day possession shall be taken. If this Lease shall continue in effect as to any public use portion of the Demised Premises not so taken or purpose during conveyed, the Rent shall be computed as of the day possession shall be taken on the basis of the remaining Floor Space of the Building. Except as specifically provided herein, in the event of any such taking or conveyance there shall be no reduction in Rent. If this Lease shall continue in effect, Landlord shall, at its expense, but shall be obligated only to the extent of the net award or other compensation (after deducting all expenses in connection with obtaining same) available to Landlord for the improvements taken or conveyed (excluding any award or other compensation for land or for the unexpired portion of the term of this any Superior Lease. TENANT reserves ), make all necessary alterations so as to constitute the unto itself the right to prosecute its claim for an award based upon its leasehold interest for such takingremaining Building a complete architectural and tenantable unit, without impairing any rights of LANDLORD except for the taking of Tenants' property, and Tenant shall make all alterations or injury replacements to the reversionTenant's Property and decorations in the Demised Premises. In All awards and compensation for any taking or conveyance, whether for the event that whole or a part of the demised premises Land or Building, shall be taken property of Landlord, and Tenant hereby assigns to Landlord all of Tenant's right, title and interest in and to any and all such awards and compensation, including, without limitation, any award or condemned that (a) compensation for the part so taken includes the building on the demised premises or any part thereof or (b) the part so taken shall remove from the premises 20% or more value of the front depth unexpired portion of the parking areas thereofTerm. Tenant shall be entitled to claim, prove and receive in the condemnation proceeding such award or (c) compensation as may be allowed for the part so taken shall consist Tenant's property and for loss of 25% business, good will, and depreciation or more injury to and cost of removal of the total parking areaTenant's property, but only if such award or (d) such partial taking shall result in cutting off direct access from the demised premises to any adjacent public street or highway, then and in any such event, the TENANT may at any time either prior to or within a period of sixty (60) days after the date when possession of the premises compensation shall be required made by the condemning authority elect in addition to, and shall not result in a reduction of, the award or compensation made by it to terminate this Lease, or if any option to purchase the premises is conferred upon the TENANT by any other provision of this Lease, may as an alternative to such termination of this Lease elect to purchase the demised premises in accordance with such purpose option. In the event that TENANT shall fail to exercise any such option to terminate this Lease or to purchase the premises or in the event that a part of the demised premises shall be taken or condemned under circumstances under which the TENANT will have no such option, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to such taking, to the extent that may have been necessary by such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease shall be submitted to the American Arbitration Society, whose decision shall be binding on the parties heretoLandlord.

Eminent Domain. If all or substantially all of the wholePremises is taken by a public authority pursuant to the exercise of the power of eminent domain, or any this Lease shall terminate on the date on which the condemning authority takes possession of the Premises ("Date of Such Taking"). If part of the demised premises shall Premises is taken such that, in Landlord's opinion, the Premises cannot be taken restored to an economically viable condition, or condemned by if the holder of any competent authority for any public use or purpose during mortgage encumbering the term Premises requires application of this Lease. TENANT reserves the unto itself the right to prosecute its claim for an award based upon its leasehold interest for such taking, without impairing any rights of LANDLORD for the taking of or injury condemnation proceeds to the reversion. In the event that a part reduction of the demised premises shall be taken mortgage indebtedness, Landlord may terminate this Lease upon thirty (30) days prior written notice to Tenant. If Landlord does not terminate this Lease and the condemnation renders all or condemned that (a) a substantial portion of the part so taken includes the building Premises untenantable, Tenant may terminate this Lease effective on the demised premises or any part thereof or Date of Such Taking by written notice given no later than fifteen (b) the part so taken shall remove from the premises 20% or more of the front depth of the parking areas thereof, or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall result in cutting off direct access from the demised premises to any adjacent public street or highway, then and in any such event, the TENANT may at any time either prior to or within a period of sixty (6015) days after the date when possession Date of the premises shall be required by the condemning authority elect to terminate this Lease, or if any option to purchase the premises is conferred upon the TENANT by any other provision Such Taking. Upon a partial taking which does not result in a termination of this Lease, may as an alternative : (i) rent shall be adjusted to such termination reflect the reduced amount of this Lease elect to purchase the demised premises in accordance with such purpose option. In the event that TENANT shall fail to exercise any such option to terminate this Lease or to purchase the premises or rentable area in the event that a part of Building and (ii) Landlord shall restore the demised premises shall be taken or condemned under circumstances under which the TENANT will have no such optionPremises, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to such taking, but only to the extent that may have been necessary of funds available to Landlord from the consideration paid for such taking. Landlord shall not be obligated to replace or restore any improvements or alterations to the Premises made by such condemnationor on behalf of Tenant, subject to a pro-rata reduction in rentalor any of Tenant's leasehold improvements, personal property, furniture, fixtures or equipment. Any dispute resulting from Section 9.3 of this Lease Upon any taking, Landlord shall be submitted entitled to any resulting damages, awards or any interest therein, and Tenant shall have no claim for the American Arbitration Societyvalue of any unexpired term of the Lease or otherwise. Tenant may independently claim for the value of its furniture, whose decision fixtures and equipment or moving expenses, provided that such claim shall be binding on the parties heretonot diminish Landlord's claim.

Eminent Domain. If In the whole, event the Real Property or any part of the demised premises thereof shall be taken or condemned either permanently or temporarily by any competent authority in condemnation proceedings or by any right of eminent domain, or the Real Property or any part thereof shall be sold or transferred to any authority in lieu of such taking or condemnation, the entire compensation award or payment therefore, including but not limited to, all damages as compensation for diminution in value of the Leasehold, reversion and fee shall be payable to Landlord without deduction therefrom for any public use or purpose during the term present of this Leasefuture estate of Tenant, and Tenant hereby assigns to Landlord all of its rights, title and interest in any such award. TENANT reserves the unto itself However, Xxxxxx shall have the right to prosecute its claim prove and recover from the condemning authority, but not from Landlord, such compensation as may be separately awarded to Tenant on account of interruption of Tenant's business and for an award based upon its leasehold interest for such taking, without impairing any rights of LANDLORD for the taking of or injury to the reversionmoving and relocating expenses. In the event that of a part permanent taking or condemnation under the power of eminent domain, or of a transfer by agreement in lieu thereof, of more than (i)Twenty-five Percent (25%) of the demised premises shall be taken or condemned that Leased Premises, (aii) the part so taken includes the building on the demised premises or any part thereof or Twenty-five Percent (b25%) the part so taken shall remove from the premises 20% or more of the front depth of the parking areas thereofReal Estate, or (ciii) the part so taken shall consist of Twenty-five Percent (25% or more %) of the total parking area, or (d) such partial taking shall result in cutting off direct access from the demised premises to any adjacent public street or highway, then and in any such event, the TENANT may at any time either prior to or within a period of sixty (60) days after the date when possession floor area of the premises shall be required by the condemning authority elect to terminate this Lease, or if any option to purchase the premises is conferred upon the TENANT by any other provision of this Lease, may Building as an alternative to such termination of this Lease elect to purchase the demised premises in accordance with such purpose option. In the event that TENANT shall fail to exercise any such option to terminate this Lease or to purchase the premises or in the event that a part of the demised premises shall be taken or condemned under circumstances under which the TENANT will have no such option, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately constituted prior to such taking, Landlord may elect to terminate this Lease on the date of such taking or transfer and all rents and other charges shall terminate as of the date of such termination of this Lease. In the event of a taking of any portion of the Leased Premises not resulting in a termination of this Lease, Landlord shall restore the Leased Premises to a complete architectural unit (but in no event shall Landlord be required to expend in excess of the condemnation proceeds received by Landlord) and this Lease shall continue in effect with respect to the balance of the Leased Premises, with a reduction of Base Rent in proportion to the portion of the Leased Premises taken. In the event of a temporary taking of all or part of the Real Property, or a partial taking of all or part of the Real Property, prior to any termination of this Lease, this Lease shall continue in full force and effect, and Landlord and Tenant shall both continue to comply with their obligations under this Lease, except to the extent that may have been necessary compliance shall be rendered impossible or impracticable by such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease shall be submitted to the American Arbitration Society, whose decision shall be binding on the parties heretotemporary taking or partial taking.

Eminent Domain. If the whole, all or any part of the demised premises Premises shall be taken or condemned by any competent authority for any public use conveyed as a result of the exercise of the power of eminent domain, the Lease shall terminate as the part so taken as of the date of taking, and, in the case of a partial taking, either Landlord or purpose during the term of this Lease. TENANT reserves the unto itself Tenant shall have the right to prosecute its claim for an award based upon its leasehold interest for such taking, without impairing any rights terminate the Lease as the balance of LANDLORD for the taking of or injury Premises by written notice to the reversionother within thirty (30) days after such date; provided, however, that a condition to the exercise by Tenant of such right to terminate shall be that the portion of the Premises taken or conveyed shall be of such extent and nature as substantially to handicap, impede or impair Tenant’s use of the balance of the Premises. In the event that a part of any taking, Landlord shall be entitled to any and all compensation, damages, income, rent awards or any interest therein whatsoever which may be paid or made in connection therewith, and Tenant shall have no claim against Landlord for the value of any unexpired term of the demised premises Lease or otherwise, provided that Tenant shall be taken entitled to any and all compensation, damages, income, rent or condemned that (a) awards paid for or on account of Tenant’s moving expenses, trade fixture, equipment and any leasehold improvements in the part so taken includes Premises, the building on cost of which was borne by Tenant, to the demised premises or any part thereof or (b) the part so taken shall remove from the premises 20% or more extent of the front depth then unamortized value of such improvements for the remaining term of the parking areas thereof, or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall result in cutting off direct access from the demised premises to any adjacent public street or highway, then and in any such event, the TENANT may at any time either prior to or within a period of sixty (60) days after the date when possession of the premises shall be required by the condemning authority elect to terminate this Lease, or if any option to purchase the premises is conferred upon the TENANT by any other provision of this Lease, may as an alternative to such termination of this Lease elect to purchase the demised premises in accordance with such purpose option. In the event of a taking of a Premises which does not result in a termination of the Lease, the monthly rental herein shall be apportioned as of the date of such taking so that TENANT thereafter the rent to be paid by Tenant shall fail to exercise any such option to terminate this Lease or to purchase the premises or be in the event ratio that a part the area of the demised premises shall be Premises not so taken or condemned under circumstances under which bears to the TENANT will have no such option, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations total area of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately Premises prior to such taking, to the extent that may have been necessary by such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease shall be submitted to the American Arbitration Society, whose decision shall be binding on the parties hereto.

Eminent Domain. If In case the whole, whole or any part of the demised premises Premises shall be taken under the power of eminent domain (or condemned by agreement of District, Lessee and any competent authority for governmental body in lieu of the exercise of eminent domain authority), this Lease shall not be terminated or modified, but the Rent and other charges payable by Lessee shall be reduced or abated, in proportion to the amount of the Property so taken. In the case of any public use or purpose during the term of this Lease. TENANT reserves the unto itself the right to prosecute its claim for an award based upon its leasehold interest for such taking, without impairing any rights of LANDLORD Lessee shall be entitled to receive the full award for the taking value of (i) Lessee’s leasehold estate, and (ii) Lessee’s Improvements, or injury part thereof, so taken. District shall be entitled to receive the reversionfull award for the value of the Land or part thereof so taken. In Notwithstanding anything in this Section, if the event that portion of the Premises taken is all or a substantial part of the demised premises Premises, which leaves the remainder of the Premises in such condition or form as to be not effectively and practicably usable in the opinion of Lessee for the intended purpose, Lessee shall have the option, within one hundred eighty (180) days of the date of taking, of terminating this Lease by providing District with notice of termination. If Lessee provides such notice of termination, this Lease shall cease and terminate on the date that Lessee is deprived of the possession of all or a substantial portion of the Premises. No such termination shall relieve Lessee of any obligations accrued up to the date of termination, or any post-termination obligations, to restore or remediate the portion of the Premises which remains subject to this Lease, if any. Notwithstanding any provision hereof to the contrary, in the event at the time of any such taking, there exists a valid assignment of condemnation awards in favor of a Leasehold Mortgagee, District and Lessee agree that any condemnation award to Lessee (but not to District) shall be taken or condemned that (a) payable to the part so taken includes Leasehold Mortgagee as and to the building on the demised premises or any part thereof or (b) the part so taken shall remove from the premises 20% or more of the front depth of the parking areas thereof, or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall result in cutting off direct access from the demised premises to any adjacent public street or highway, then and in any such event, the TENANT may at any time either prior to or within a period of sixty (60) days after the date when possession of the premises shall be extent required by the condemning authority elect applicable loan documents shall be applied to terminate this Lease, the repair or if any option to purchase the premises is conferred upon the TENANT by any other provision of this Lease, may as an alternative to such termination of this Lease elect to purchase the demised premises in accordance with such purpose option. In the event that TENANT shall fail to exercise any such option to terminate this Lease or to purchase the premises or in the event that a part restoration of the demised premises shall be taken Improvements or condemned under circumstances under which the TENANT will have no such option, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations reduction of the improvements on indebtedness at the demised premises for the purpose direction of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to such taking, to the extent that may have been necessary by such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease shall be submitted to the American Arbitration Society, whose decision shall be binding on the parties heretoLeasehold Mortgagee.

Eminent Domain. If Tenant agrees that if the wholeBuilding, or any part so much of the demised premises Premises so as impair Tenant’s use of the Premises, shall be taken or condemned for public or quasi-public use or purpose by any competent authority, Tenant shall have no claim against the Landlord and shall not have any claim or right to any portion of the amount that may be awarded as damages or paid as a result of any such condemnation; and all rights of the Tenant to damages therefore, if any, are hereby assigned by the Tenant to the Landlord. Upon any condemnation or taking, affecting the whole or any substantial part of the Premises as provided above, the Term of this Lease shall cease and terminate unless the parties otherwise agree in writing. The Tenant shall have no claim for the value of any unexpected Term of this Lease. If less than the whole of the Building or substantial part of the Premises is taken or condemned by any governmental authority for any public or quasi-public use or purpose during the term of this Lease. TENANT reserves the unto itself the right to prosecute its claim for an award based upon its leasehold interest for such takingpurpose, without impairing any rights of LANDLORD for the taking of or injury to the reversion. In and in the event that a part of the demised premises neither Landlord not Tenant shall be taken or condemned that (a) the part so taken includes the building on the demised premises or any part thereof or (b) the part so taken shall remove from the premises 20% or more of the front depth of the parking areas thereof, or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall result in cutting off direct access from the demised premises to any adjacent public street or highway, then and in any such event, the TENANT may at any time either prior to or within a period of sixty (60) days after the date when possession of the premises shall be required by the condemning authority elect desire to terminate this Lease, or if any option to purchase then and in such event the premises is conferred upon Basic Rent shall be equitably adjusted on the TENANT by any other provision date when title vests in such governmental authority and the Lease shall otherwise continue in full force and effect. For purposes of this LeaseSection, may as an alternative to such termination of this Lease elect to purchase the demised premises in accordance with such purpose option. In the event that TENANT shall fail to exercise any such option to terminate this Lease or to purchase the premises or in the event that a substained part of the demised premises Building shall be considered to have been taken if twenty five percent (25%) or condemned under circumstances under which the TENANT will have no such option, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations more is taken. A substained portion of the improvements on Premises shall be deemed taken if more than twenty five percent (25%) of the demised premises areas of available for parking are taken. Notwithstanding anything to the contrary contained herein. Tenant shall be entitled to pursue a separate claim for the purpose of restoring the same value or Tenant’s furnishings, equipment, movable trade fixtures which are not deemed pursuant to an economic architectural unit, susceptible this Lease to the same use as that which was in effect immediately prior to such taking, be Landlord’s property and then only to the extent that may have been necessary paid for by Tenant and provided such condemnation, subject claim shall in no manner diminish the award or other compensation to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease shall which Landlord would otherwise be submitted to the American Arbitration Society, whose decision shall be binding on the parties heretoentitled.

Eminent Domain. If the whole, all or any part of the demised premises Premises shall be taken or condemned by any competent authority for any public use conveyed as a result of the exercise of the power of eminent domain, this Sublease shall terminate as to the part so taken as of the date of taking, and, in the case of a partial taking, either Landlord or purpose during the term of this Lease. TENANT reserves the unto itself Tenant shall have the right to prosecute its claim for an award based upon its leasehold interest for such taking, without impairing any rights of LANDLORD for the taking of or injury terminate this Sublease as to the reversionbalance of the Premises by written notice to the other within thirty (30) days after such date; provided, however, that a condition to the exercise by Tenant of such right to terminate shall be that the portion of the Premises taken or conveyed shall be of such extent and nature as to substantially handicap, impede or impair Tenant's use of the balance of the Premises. In the event of any taking, Landlord shall be entitled to any and all compensation, damages, income, rent awards or any interest therein whatsoever which may be paid or made in connection therewith, and Tenant shall have no claim against Landlord for the value of any unexpired term of this Sublease or otherwise, provided that a part Tenant shall be entitled to any and all compensation, damages, income, rent or awards paid for or on account of Tenant's moving expenses, trade fixtures, equipment and any leasehold improvements in the Premises, the cost of which was borne by Tenant, to the extent of the demised premises shall be taken or condemned that (a) then unamortized value of such improvements for the part so taken includes the building on the demised premises or any part thereof or (b) the part so taken shall remove from the premises 20% or more of the front depth of the parking areas thereof, or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall result in cutting off direct access from the demised premises to any adjacent public street or highway, then and in any such event, the TENANT may at any time either prior to or within a period of sixty (60) days after the date when possession of the premises shall be required by the condemning authority elect to terminate this Lease, or if any option to purchase the premises is conferred upon the TENANT by any other provision remaining term of this Lease, may as an alternative to such termination of this Lease elect to purchase the demised premises in accordance with such purpose optionSublease. In the event of a taking of the Premises which does not result in a termination of this Sublease, the monthly rental herein shall be apportioned as of the date of such taking so that TENANT thereafter the rent to be paid by Tenant shall fail to exercise any such option to terminate this Lease or to purchase the premises or be in the event ratio that a part the area of the demised premises shall be Premises not so taken or condemned under circumstances under which bears to the TENANT will have no such option, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations total area of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately Premises prior to such taking, to the extent that may have been necessary by such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease shall be submitted to the American Arbitration Society, whose decision shall be binding on the parties hereto.

Eminent Domain. If the wholewhole of the Building or Premises, or any part of such portion thereof as will make the demised premises shall be Building or Premises unusable for their intended purposes, is condemned or taken or condemned by any competent legally constituted authority for any public use or purpose during the term purpose, then in either of said events, Landlord or Tenant may terminate this Lease. TENANT reserves the unto itself the right to prosecute its claim for an award based upon its leasehold interest for such taking, without impairing any rights of LANDLORD for the taking of or injury Lease by written notice to the reversion. In other party and the event Term hereby granted shall cease from that a part of the demised premises shall be taken or condemned that (a) the part so taken includes the building on the demised premises or any part thereof or (b) the part so taken shall remove from the premises 20% or more of the front depth of the parking areas thereof, or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall result in cutting off direct access from the demised premises to any adjacent public street or highway, then and in any such event, the TENANT may at any time either prior to or within a period of sixty (60) days after the date when possession of the premises shall be required thereof is taken by the condemning authority elect authorities, and Rent shall be accounted for as between Landlord and Tenant as of that date. If a portion of the Building or Premises is so taken, but not such amount as will make the Building or Premises unusable for the purposes herein leased, or if neither Landlord nor Tenant elects to terminate this Lease, or if any option to purchase the premises is conferred upon the TENANT by any other provision of this Lease, may as an alternative to such termination of this Lease elect shall continue in full force and effect and the Rent shall be reduced prorata in proportion to purchase the demised premises in accordance with such purpose option. In the event that TENANT shall fail to exercise any such option to terminate this Lease or to purchase the premises or in the event that a part amount of the demised premises shall be taken or condemned under circumstances under which the TENANT will have no such optionPremises so taken, then and in either such event the LANDLORD Landlord shall, with reasonable promptness, make necessary repairs to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to such taking, to the extent that may have been necessary reasonably feasible, restore the Building and the Premises to substantially its former condition, but such work shall not include (i) any component of the Building or the Premises for which Tenant is required to maintain insurance under Section 22 or any alterations, additions or improvements to the Premises made by Tenant following the date hereof. Further Landlord shall not be required to spend any amounts for such work in excess of the amount received by Landlord in connection with such condemnation. Tenant shall have no right or claim to any part of any award made to or received by Landlord for such condemnation or taking, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease and all awards for such condemnation or taking shall be submitted made solely to Landlord. Tenant shall, however, have the American Arbitration Societyright to pursue any separate award that does not reduce the award to which Landlord is entitled. Tenant hereby waives any and all rights it might otherwise have pursuant to Section 1265.130 of The California Code of Civil Procedure, whose decision shall be binding on the parties heretoor any successor statute.

Eminent Domain. If Should the whole, entire Property or any part interest therein in excess of $250,000 in value individually or $3,000,000 in value in the demised premises shall aggregate be taken or condemned damaged by any competent authority for reason of any public use or purpose during improvement or condemnation proceeding (a “Material Condemnation”), or should Borrower receive any notice or other information regarding such Material Condemnation, Borrower shall give prompt written notice thereof to Lender. Lender shall be entitled to all compensation, awards and other payments or relief granted in connection with such Material Condemnation and, at its option, may commence, appear in and prosecute in its own name any action or proceedings relating thereto. Lender shall be entitled to make any compromise or settlement in connection with such taking or damage. All compensation, awards, and damages awarded to Borrower related to any Material Condemnation (the term “Proceeds”) are hereby assigned to Lender and Borrower agrees to execute such further assignments of the Proceeds as Lender may require. Lender shall have the option of applying or paying the Proceeds in the same manner as insurance proceeds as provided herein. Borrower appoints Lender as its attorney- in-fact to receive and endorse the Proceeds to Lender, which appointment is coupled with an interest and shall be irrevocable as long as any Obligations remain unsatisfied. Notwithstanding anything set forth in this Lease. TENANT reserves the unto itself the right to prosecute its claim for an award based upon its leasehold interest for such taking, without impairing any rights of LANDLORD for the taking of or injury Section 5.21 to the reversion. In the event that a part of the demised premises shall be taken or condemned that (a) the part so taken includes the building on the demised premises or any part thereof or (b) the part so taken shall remove from the premises 20% or more of the front depth of the parking areas thereofcontrary, or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall result in cutting off direct access from the demised premises to any adjacent public street or highway, then and in any such event, the TENANT may at any time either prior to or within a period of sixty (60) days after the date when possession of the premises shall be required by the condemning authority elect to terminate this Lease, or if any option to purchase the premises is conferred upon the TENANT by any other provision of this Lease, may as an alternative to such termination of this Lease elect to purchase the demised premises in accordance with such purpose option. In the event that TENANT shall fail to exercise any such option to terminate this Lease or to purchase the premises or in the event of any taking or condemnation which is not a Material Condemnation, Borrower is authorized to make proof of loss, settle, adjust or compromise any claims for loss or damage with the condemning authority, and shall be entitled to receive all proceeds related thereto; provided that a part Borrower covenants to use such proceeds for the repair, replacement or restoration of the demised premises shall be taken or condemned under circumstances under which the TENANT will have no such option, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to such taking, to the extent that may have been necessary by such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease shall be submitted to the American Arbitration Society, whose decision shall be binding on the parties heretoProperty.

Eminent Domain. If the wholeBuilding, or a substantial part thereof or a substantial part of the Premises, shall be lawfully taken or condemned or conveyed in lieu thereof, (or conveyed under threat of such taking or condemnation), for any public or quasi-public use or purpose, the term of this Lease shall end upon and not before the date of the taking of possession by the condemning authority and without apportionment of the award. Tenant hereby assigns to Landlord Xxxxxx’s interest, if any, in such award and specifically agrees that any such award shall be the entire property of Landlord in which Tenant shall not be entitled to share. Tenant further waives any right to challenge the right of the condemning authority to proceed with such taking, Current rent shall be apportioned as of the date of such termination. If any part of the demised premises Building other than the Premises or not constituting a substantial part of the Premises, shall be so taken or condemned (or conveyed under threat of such taking or condemnation), or if the grade of any street adjacent to the Building is changed by any competent authority for any public use and such taking or purpose during change of grade makes it necessary or desirable to substantially remodel or restore the term of this Lease. TENANT reserves the unto itself Building, Landlord shall have the right to prosecute its claim for an award based cancel this Lease upon its leasehold interest for such taking, without impairing any rights not less than ninety (90) days notice prior to the date of LANDLORD cancellation designated in the notice. No money or other consideration shall be payable by Landlord to Tenant for the taking right of or injury cancellation, and Tenant shall have no right to the reversion. In the event that a part of the demised premises shall be taken or condemned that (a) the part so taken includes the building on the demised premises or any part thereof or (b) the part so taken shall remove from the premises 20% or more of the front depth of the parking areas thereof, or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall result in cutting off direct access from the demised premises to any adjacent public street or highway, then and share in any such event, condemnation award or in any judgment for damages or in any proceeds of any sale made under any threat of condemnation or taking. Tenant shall have the TENANT may at any time either prior right to or within a period of sixty (60) days after the date when possession of the premises shall be required by the condemning authority elect to terminate this Lease, or if any option to purchase the premises is conferred upon the TENANT by any other provision of this Lease, may as an alternative to such termination of this Lease elect to purchase the demised premises in accordance with such purpose option. In the event that TENANT shall fail to exercise any such option to terminate this Lease or to purchase the premises or separately pursue its own award for relocation expenses in the event that a part of the demised premises shall be taken or condemned under circumstances under which the TENANT will have no such option, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to such taking, to the extent that may have been necessary by such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease shall be submitted to the American Arbitration Society, whose decision shall be binding on the parties heretocondemnation proceedings.

Eminent Domain. Section 1. If the whole, or as a result of any part of the demised premises taking by eminent domain which shall be taken or condemned by any competent authority for any public use or purpose during the term deemed to include a voluntary conveyance in lieu of this Lease. TENANT reserves the unto itself the right to prosecute its claim for an award based upon its leasehold interest for such a taking, without impairing any rights of LANDLORD for the taking of or injury to total floor area remaining in the reversion. In the event that a part of the demised premises Demised Premises shall be taken or condemned that reduced to less than fifty (a50%) the part so taken includes the building on the demised premises or any part thereof or (b) the part so taken shall remove from the premises 20% or more of the front depth of the parking areas thereof, or (c) the part so taken shall consist of 25% or more percent of the total parking area, or (d) such partial taking shall result floor area in cutting off direct access from the demised premises to any adjacent public street or highwayDemised Premises at the commencement of the term hereof, then and in any such eventat the election of the Lessor, exercisable by written notice given to the TENANT may at any time either prior to or Lessee within a period of sixty ninety (6090) days after the date when possession of the premises shall filing of the notice of such taking, this Lease may be terminated as of the date when the Lessee is required to vacate the Demised Premises or the portion thereof so taken, notwithstanding that the entire interest of the Lessor may have been divested by such taking, and if following any such taking the condemning authority elect to Lessor does not terminate this Lease, or if any option then the Lessor at the Lessor's expense, but only to purchase the premises is conferred upon the TENANT by any other provision of this Lease, may as an alternative to such termination of this Lease elect to purchase the demised premises in accordance with such purpose option. In the event that TENANT shall fail to exercise any such option to terminate this Lease or to purchase the premises or in the event that a part extent of the demised premises shall be taken or condemned under circumstances under which award actually received by the TENANT will have no such option, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations of the improvements on the demised premises Lessor for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to any such taking, (subject to the rights of any first mortgagee of the Demised Premises) and proceeding with all reasonable dispatch shall do such work as may be required to put what may remain of the Demised Premises in proper condition for the conduct of the Lessee's business, and the Lessee, at the Lessee's expense and proceeding with all reasonable dispatch, shall make such alterations, repairs and replacements of the trade fixtures, equipment, signs or other property installed by or belonging to the Lessee as may be necessary to put the remainder of the Demised Premises in proper condition for the Lessee's business. From and after the date on which the Lessee is required to vacate the portion of the Demised Premises so taken, a just proportion of the rent reserved herein according to the nature and extent that may have been necessary by such condemnationof the taking of the Demised Premises, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease shall be submitted abated until the Demised Premises are restored to such condition that the Lessee can commence business therein, and from and after the date on which the Lessor shall restore the Demised Premises in the manner above provided the rent shall be reduced in the proportion that the floor area of the portion of the Demised Premises so taken bears to the American Arbitration Society, whose decision shall be binding on floor area of the parties heretoDemised Premises at commencement of the term hereof.

Eminent Domain. If In the wholeevent the Premises, the Building or any part of the demised premises thereof shall be taken or condemned for public purposes by any competent authority authority, except as otherwise provided herein, the entire compensation awarded therefor shall belong to the Landlord, without any deduction therefrom for any public use present or purpose during future estate of Tenant; provided; however, that in the term event more than twenty (20%) percent of this Lease. TENANT reserves the unto itself Premises shall be so taken or condemned, then either the right to prosecute its claim for an award based Landlord or Tenant shall have the option of terminating the Lease upon its leasehold interest for such taking, without impairing any rights of LANDLORD for the taking of or injury giving to the reversion. In the event that a part other written notice of the demised premises shall be taken or condemned that such election within thirty (a) the part so taken includes the building on the demised premises or any part thereof or (b) the part so taken shall remove from the premises 20% or more of the front depth of the parking areas thereof, or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall result in cutting off direct access from the demised premises to any adjacent public street or highway, then and in any such event, the TENANT may at any time either prior to or within a period of sixty (6030) days after the date when possession of the premises shall be required part condemned has been taken by proper authorities, whereupon the condemning authority elect to terminate this Lease, or if any option to purchase the premises is conferred upon the TENANT by any other provision of this Lease, may as an alternative to such termination of this Lease elect to purchase the demised premises in accordance with such purpose option. In the event that TENANT shall fail to exercise any such option to terminate this Lease or to purchase the premises or in the event that a part of the demised premises shall be taken or condemned under circumstances under which the TENANT will have no such option, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to such taking, to the extent that may have been necessary by such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 Term of this Lease shall be submitted terminated as of the date on which possession is so taken. If neither Landlord nor Tenant so elects to terminate the Lease, then Landlord at its own expense shall repair and restore the Premises not affected by the taking to its former condition as the circumstances will permit so that the remaining premises constitute a complete architectural unit. If the award is insufficient to pay for the restoration, Landlord shall be responsible for the remaining cost and expense of such restoration, provided, however, that Landlord shall in no event be required to expend any of its own funds for repairs or alterations which constitute Tenant’s Work, Tenant’s Alterations, Tenant’s Removable Trade Fixtures, and Tenant’s fixtures. During any period of time that, by reason of such taking or condemnation, there is any material interference with access to the American Arbitration SocietyPremises, whose decision there shall be binding on a fair and equitable abatement of the parties heretorent payable hereunder, taking into account the extent to which Tenant’s operations may thereby be interfered with. Tenant shall have the right to make any claims allowed by the laws of the State of Florida against the condemning authority for the following: (a) the value or cost of its fixtures, equipment and other personalty; (b) its relocation expenses; and (c) the cost of any leasehold improvements made by Tenant in and to the Premises less the amount of the Tenant Improvement Allowance. Notwithstanding anything to the contrary set forth in this Section 16, in the event only one award is given, then Tenant shall have the right to share in such award relative to the aforesaid claims.

Eminent Domain. Section 1. If as a result of any taking by eminent domain which shall be deemed to include a voluntary conveyance in lieu of a taking the whole, or any part of total floor area remaining in the demised premises shall be taken or condemned reduced by any competent authority for any public use or purpose during the term of this Lease. TENANT reserves the unto itself the right to prosecute its claim for an award based upon its leasehold interest for such taking, without impairing any rights of LANDLORD for the taking of or injury to the reversion. In the event that a part of the demised premises shall be taken or condemned that twenty (a20%) the part so taken includes the building on the demised premises or any part thereof or (b) the part so taken shall remove from the premises 20% or more of the front depth of the parking areas thereof, or (c) the part so taken shall consist of 25% percent or more of the total parking area, or (d) such partial taking shall result floor area in cutting off direct access from the demised premises to any adjacent public street or highwayat the commencement of the term hereof, then and in any such eventat the election of either the Lessor or Lessee, exercisable by written notice given to the TENANT may at any time either prior to or other within a period of sixty ninety (6090) days after the date when possession of the filing of the notice of such taking this Lease may be terminated as of the date when the Lessee is required to vacate the demised premises shall be required or the portion thereof so taken, notwithstanding that the entire interest of the Lessor may have been divested by such taking, and if following any such taking neither the condemning authority elect to terminate Lessor nor Lessee terminates this Lease, or if then the Lessor, at the Lessor's expense but only to the extent of the award actually received by the Lessor for any option such taking (subject to purchase the premises is conferred upon rights of any first mortgagee of the TENANT by any other provision demised premises) and proceeding with all reasonable dispatch shall do such work as may be required to put what may remain of this Lease, may as an alternative to such termination of this Lease elect to purchase the demised premises in accordance with proper condition for the conduct of the Lessee's business, and the Lessee, upon substantial completion by Lessor of such purpose option. In the event that TENANT shall fail work as may be required to exercise any such option to terminate this Lease or to purchase the premises or in the event that a part put what may remain of the demised premises shall be taken or condemned under circumstances under which in proper condition for the TENANT will have no such option, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations conduct of the improvements on Lessee's business, shall continue to operate and use the demised premises for the purpose Permitted Uses. From and after the date on which the Lessee is required to vacate the portion of restoring the same to an economic architectural unitdemised premises so taken, susceptible a just proportion of the rent reserved herein according to the same use as that which was in effect immediately prior nature and extent of the taking of the demised premises, shall be abated until the demised premises are restored to such takingcondition that the Lessee can commence business therein, and from and after the date on which the Lessor shall restore the demised premises in the manner above provided the rent shall be reduced in the proportion that the floor area of the portion of the demised premises so taken bears to the extent that may have been necessary by such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 floor area of this Lease shall be submitted to the American Arbitration Society, whose decision shall be binding on demised premises at the parties heretocommencement of the term hereof.

Eminent Domain. If the wholePremises, or a substantial part thereof or a substantial part of the Property, shall be lawfully taken or condemned or conveyed in lieu thereof, (or conveyed under threat of such taking or condemnation), for any public or quasi-public use or purpose, the term of this Lease shall end upon and not before the date of the taking of possession by the condemning authority and without apportionment of the award. Tenant hereby assigns to Landlord Xxxxxx's interest, if any, in such award and specifically agrees that any such award shall be the entire property of Landlord in which Tenant shall not be entitled to share. Tenant further waives any right to challenge the right of the condemning authority to proceed with such taking. Current rent shall be apportioned as of the date of such termination. If any part of the demised premises Property other than the Premises or not constituting a substantial part of the Premises, shall be so taken or condemned (or conveyed under threat of such taking or condemnation), or if the grade of any street adjacent to the Premises is changed by any competent authority for any public use and such taking or purpose during change of grade makes it necessary or desirable to substantially remodel or restore the term of this Lease. TENANT reserves the unto itself Premises, Landlord shall have the right to prosecute its claim for an award based cancel this Lease upon its leasehold interest for such taking, without impairing any rights not less than ninety (90) days notice prior to the date of LANDLORD cancellation designated in the notice. No money or other consideration shall be payable by Landlord to Tenant for the taking right of or injury cancellation, and Tenant shall have no right to the reversion. In the event that a part of the demised premises shall be taken or condemned that (a) the part so taken includes the building on the demised premises or any part thereof or (b) the part so taken shall remove from the premises 20% or more of the front depth of the parking areas thereof, or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall result in cutting off direct access from the demised premises to any adjacent public street or highway, then and share in any such event, condemnation award or in any judgment for damages or in any proceeds of any sale made under any threat of condemnation or taking. Tenant shall have the TENANT may at any time either prior right to or within a period of sixty (60) days after the date when possession of the premises shall be required by the condemning authority elect to terminate this Lease, or if any option to purchase the premises is conferred upon the TENANT by any other provision of this Lease, may as an alternative to such termination of this Lease elect to purchase the demised premises in accordance with such purpose option. In the event that TENANT shall fail to exercise any such option to terminate this Lease or to purchase the premises or separately pursue its own award for relocation expenses in the event that a part of the demised premises shall be taken or condemned under circumstances under which the TENANT will have no such option, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to such taking, to the extent that may have been necessary by such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease shall be submitted to the American Arbitration Society, whose decision shall be binding on the parties heretocondemnation proceedings.

Eminent Domain. SECTION 1. If as a result of any taking by eminent domain which shall be deemed to include a voluntary conveyance in lieu of a taking the whole, or any part of total floor area remaining in the demised premises shall be taken or condemned reduced by any competent authority for any public use or purpose during the term of this Lease. TENANT reserves the unto itself the right to prosecute its claim for an award based upon its leasehold interest for such taking, without impairing any rights of LANDLORD for the taking of or injury to the reversion. In the event that a part of the demised premises shall be taken or condemned that twenty (a20%) the part so taken includes the building on the demised premises or any part thereof or (b) the part so taken shall remove from the premises 20% or more of the front depth of the parking areas thereof, or (c) the part so taken shall consist of 25% percent or more of the total parking area, or (d) such partial taking shall result floor area in cutting off direct access from the demised premises to any adjacent public street or highwayat the commencement of the term hereof, then and in any such eventat the election of either the Lessor or Lessee, exercisable by written notice given to the TENANT may at any time either prior to or other within a period of sixty ninety (6090) days after the date when possession of the filing of the notice of such taking this Lease may be terminated as of the date when the Lessee is required to vacate the demised premises shall be required or the portion thereof so taken, notwithstanding that the entire interest of the Lessor may have been divested by such taking, and if following any such taking neither the condemning authority elect to terminate Lessor nor Lessee terminates this Lease, or if then the Lessor, at the Lessor's expense but only to the extent of the award actually received by the Lessor for any option such taking (subject to purchase the premises is conferred upon rights of any first mortgagee of the TENANT by any other provision demised premises) and proceeding with all reasonable dispatch shall do such work as may be required to put what may remain of this Lease, may as an alternative to such termination of this Lease elect to purchase the demised premises in accordance with proper condition for the conduct of the Lessee's business, and the Lessee, upon substantial completion by Lessor of such purpose option. In the event that TENANT shall fail work as may be required to exercise any such option to terminate this Lease or to purchase the premises or in the event that a part put what may remain of the demised premises shall be taken or condemned under circumstances under which in proper condition for the TENANT will have no such option, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations conduct of the improvements on Lessee's business, shall continue to operate and use the demised premises for the purpose Permitted Uses. From and after the date on which the Lessee is required to vacate the portion of restoring the same to an economic architectural unitdemised premises so taken, susceptible a just proportion of the rent reserved herein according to the same use as that which was in effect immediately prior nature and extent of the taking of the demised premises, shall be abated until the demised premises are restored to such takingcondition that the Lessee can commence business therein, and from and after the date on which the Lessor shall restore the demised premises in the manner above provided the rent shall be reduced in the proportion that the floor area of the portion of the demised premises so taken bears to the extent that may have been necessary by such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 floor area of this Lease shall be submitted to the American Arbitration Society, whose decision shall be binding on demised premises at the parties heretocommencement of the term hereof.

Eminent Domain. If In case the wholewhole of the Premises, or such part thereof as shall substantially interfere with Tenant's use and occupancy thereof, shall be taken for any public or quasi public purpose by any lawful power or authority by exercise of the right of appropriation, condemnation or eminent domain, or sold to prevent such taking, either party may at its option terminate this Lease effective as of the date possession is required to be surrendered to said authority. Tenant shall not because of such taking assert any claim against the Landlord or the taking authority for any compensation because of such taking, and Landlord shall be entitled to receive the entire amount of any award without deduction for any estate or interest of Tenant, excepting that Tenant may pursue a separate claim for the bonus value of the Lease after the Landlord has completed its claim. In the event the amount of property or the type of estate taken shall not substantially interfere with the conduct of Tenant's business, Landlord shall be entitled to the entire amount of the award without deduction for any estate or interest of Tenant, and Landlord at its option may terminate this Lease. If Landlord does not so elect, Landlord shall promptly proceed to restore the Premises to substantially their same condition prior to such partial taking, and a proportionate allowance shall be made to Tenant for the rent corresponding to the time during which said restoration is being made and to the part of the demised premises Premises of which Tenant shall be taken or condemned by so deprived on account of such taking and restoration. Nothing contained in this paragraph shall be deemed to give Landlord any competent authority for interest in any public use or purpose during the term of this Lease. TENANT reserves the unto itself the right award made to prosecute its claim for an award based upon its leasehold interest for such taking, without impairing any rights of LANDLORD Tenant for the taking of or injury personal property and fixtures belonging to Tenant. Each party waives the reversion. In the event that a part provisions of Section 1265.130 of the demised premises shall be taken or condemned that (a) California Code of Civil Procedure allowing either party to petition the part so taken includes the building on the demised premises or any part thereof or (b) the part so taken shall remove from the premises 20% or more of the front depth of the parking areas thereof, or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall result in cutting off direct access from the demised premises to any adjacent public street or highway, then and in any such event, the TENANT may at any time either prior to or within a period of sixty (60) days after the date when possession of the premises shall be required by the condemning authority elect to terminate this Lease, or if any option to purchase the premises is conferred upon the TENANT by any other provision of this Lease, may as an alternative to such termination of this Lease elect to purchase the demised premises in accordance with such purpose option. In the event that TENANT shall fail to exercise any such option Superior Court to terminate this Lease or to purchase the premises or in the event that of a part partial taking of the demised premises shall be taken Premises or condemned under circumstances under which the TENANT will have no such option, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to such taking, to the extent that may have been necessary by such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease shall be submitted to the American Arbitration Society, whose decision shall be binding on the parties heretoProject.

Eminent Domain. If If, prior to the wholeClosing Date, any Seller receives notice that a material portion of one of its Properties (or access or other material rights in connection therewith) as would, in Purchaser’s reasonable judgment, materially adversely affect the operation of such Property or uses of such Property is, or any part has been threatened in writing by a governmental authority of competent jurisdiction, to be taken by condemnation or eminent domain, such Seller shall promptly notify Purchaser, and at the election of Purchaser this Agreement shall, upon the giving of Notice of such event or of the demised premises condemning authorities’ intention so to take such Property, terminate with respect only to the impacted Property, but the Closing shall proceed with respect to the remaining Properties (with the Purchase Price reduced by the Allocated Purchase Price of the impacted Property). If Purchaser does not elect to terminate this Agreement prior to the Closing Date, on the Closing Date all of the proceeds of any award or payment made or to be made by reason of such taking shall be taken or condemned assigned by such Seller to Purchaser, and any competent authority for any public use or purpose during money theretofore received by such Seller in connection with such taking shall be paid over to Purchaser, whereupon Purchaser shall pay the term Purchase Price without abatement by reason of this Lease. TENANT reserves the unto itself the right to prosecute its claim for an award based upon its leasehold interest for such taking. Such Seller shall not settle, without impairing agree to, or accept any rights of LANDLORD for the award or payment in connection with a taking of or injury to the reversion. In the event that a part less than all of the demised premises Property without obtaining Purchaser’s prior written consent in each case, which consent shall not be taken unreasonably withheld or condemned delayed. As used in this Section, “material portion,” “material rights” or “materially adversely affect” shall mean, with respect to a Property, a taking or condemnation that (a) the part so taken includes the building on the demised premises would reduce available parking below that required by, or in general cause a violation of, any Legal Requirements or any part thereof Permitted Exceptions that would result in a Material Adverse Effect, or (b) the part so taken shall remove from the premises 20% or more would result in a condemnation award reasonably estimated to exceed five percent (5%) of the front depth of the parking areas thereofsuch Property’s Allocated Amount, or (c) would result in a condemnation award that, when combined with the part so taken shall consist amount of 25% all other condemnation awards for takings or more condemnations affecting any of the total parking areaother Properties, or would reasonably be estimated to exceed two and one-half percent (d2.5%) such partial taking shall result in cutting off direct access from the demised premises to any adjacent public street or highway, then and in any such event, the TENANT may at any time either prior to or within a period of sixty (60) days after the date when possession of the premises shall be required by the condemning authority elect to terminate this Lease, or if any option to purchase the premises is conferred upon the TENANT by any other provision of this Lease, may as an alternative to such termination of this Lease elect to purchase the demised premises in accordance with such purpose optionPurchase Price. In the event that TENANT shall fail to exercise any such option to terminate this Lease or to purchase the premises or in the event that a part of the demised premises shall be taken or condemned under circumstances under which the TENANT will have no such option, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to such taking, to the extent that may have been necessary by such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease shall be submitted to the American Arbitration Society, whose decision shall be binding on the parties hereto.WRIT Industrial I

Eminent Domain. If a material portion of the wholePremises or the Project (as to render the balance unusable by Tenant as determined by Tenant in Tenant’s good faith and commercially reasonable opinion), shall be taken under power of eminent domain, or is sold, transferred or conveyed in lieu thereof, this Lease shall automatically terminate as of the date of such condemnation, or as of the date possession is taken by the condemning authority, at Landlord’s option. No award for any partial or entire taking shall be apportioned, and Tenant hereby assigns to Landlord any award which may be made in such taking or condemnation, together with any and all rights of Tenant now or hereafter arising in or to the same or any part of the demised premises thereof; provided, however, that nothing contained herein shall be taken deemed to give Landlord any interest in or condemned by to require Tenant to assign to Landlord any competent authority for any public use or purpose during the term of this Lease. TENANT reserves the unto itself the right award made to prosecute its claim for an award based upon its leasehold interest for such taking, without impairing any rights of LANDLORD Tenant for the taking of personal property and trade fixtures belonging to Tenant and removable by Tenant at the expiration of the Term hereof as provided hereunder or injury to for the reversioninterruption of, or damage to, Tenant’s business. In the event that of a part of the demised premises shall be taken partial taking described in this Article 18, or condemned that (a) the part so taken includes the building on the demised premises a sale, transfer or any part thereof or (b) the part so taken shall remove from the premises 20% or more of the front depth of the parking areas conveyance in lieu thereof, or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall which does not result in cutting off direct access from the demised premises to any adjacent public street or highway, then and in any such event, the TENANT may at any time either prior to or within a period of sixty (60) days after the date when possession of the premises shall be required by the condemning authority elect to terminate this Lease, or if any option to purchase the premises is conferred upon the TENANT by any other provision termination of this Lease, may as an alternative the rent shall be apportioned according to such termination the ratio that the part of this Lease elect the Premises remaining useable by Tenant bears to purchase the demised premises in accordance with such purpose optiontotal area of the Premises. In the event that TENANT shall fail to exercise Tenant hereby waives any such option and all rights it might otherwise have under law to terminate this Lease or to purchase the premises or in the event that of a part taking under power of the demised premises shall be taken or condemned under circumstances under which the TENANT will have no such option, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to such taking, to the extent that may have been necessary by such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease shall be submitted to the American Arbitration Society, whose decision shall be binding on the parties heretoeminent domain.

Eminent Domain. If the wholeTo Seller's actual knowledge, there is no existing or threatened eminent domain or similar proceeding, or private purchase in lieu thereof, which would affect the Property. Seller shall promptly notify Purchaser in writing if Seller becomes aware of any fact or condition that makes any of Seller’s representations or warranties untrue in any material respect. In addition, Seller shall promptly notify Purchaser in writing if Seller receives written notice from any person, entity or governmental agency of any claim, violation, loss or damage asserted against Seller and/or related to any portion of the Property, and shall provide Purchaser with a copy of such notice of violation or claim. Furthermore, if Seller satisfies its obligations under this paragraph and Purchaser elects to close notwithstanding the Purchaser’s knowledge of a material change, breach or non-satisfaction of any representation or warranty in this Section, there shall be no liability on the part of the demised premises Seller for such matters. Notwithstanding anything in this Agreement to the contrary, under no circumstances shall Seller’s total liability, including, without limitation, recoverable attorneys’ fees and costs, for any breaches and matters related to the representations, warranties and covenants in this Section exceed, in the aggregate, ONE HUNDRED THOUSAND AND 00/100 U.S. DOLLARS ($100,000.00). References to “Seller’s knowledge”, to “Seller’s actual knowledge” or any similar phrase in this Section or in this Agreement implying a limitation on the basis of knowledge shall mean the actual, present, conscious knowledge of Xxxxx Xxxxxxxx who is the person with Seller that has the most knowledge about the Property (the “Seller Knowledge Individual”) on the date hereof without any investigation or inquiry, but such individuals shall not have any individual liability in connection herewith and liability shall rest solely with the corporate entity, Wyld Palms Holdings, LLC. Without limiting the foregoing, the Seller Knowledge Individual have not performed and are not obligated to perform any investigation or review any files or other information in the possession of Seller, or to make any inquiry of any persons, or to take any other actions in connection with the representations and warranties of Seller set forth in this Agreement. Neither the actual, present, conscious knowledge of any other individual or entity, nor the constructive knowledge of the Seller Knowledge Individual or of any other individual or entity, shall be taken or condemned by any competent authority for any public use or purpose during the term of this Lease. TENANT reserves the unto itself the right to prosecute its claim for an award based upon its leasehold interest for such taking, without impairing any rights of LANDLORD for the taking of or injury imputed to the reversion. In the event that a part of the demised premises shall be taken or condemned that (a) the part so taken includes the building on the demised premises or any part thereof or (b) the part so taken shall remove from the premises 20% or more of the front depth of the parking areas thereof, or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall result in cutting off direct access from the demised premises to any adjacent public street or highway, then and in any such event, the TENANT may at any time either prior to or within a period of sixty (60) days after the date when possession of the premises shall be required by the condemning authority elect to terminate this Lease, or if any option to purchase the premises is conferred upon the TENANT by any other provision of this Lease, may as an alternative to such termination of this Lease elect to purchase the demised premises in accordance with such purpose option. In the event that TENANT shall fail to exercise any such option to terminate this Lease or to purchase the premises or in the event that a part of the demised premises shall be taken or condemned under circumstances under which the TENANT will have no such option, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to such taking, to the extent that may have been necessary by such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease shall be submitted to the American Arbitration Society, whose decision shall be binding on the parties heretoSeller Knowledge Individual.

Eminent Domain. Section 11.1. If the whole, or any part whole of the demised premises Real Property, the Building or the Premises shall be taken acquired or condemned by any competent authority for any public or quasi-public use or purpose during purpose, this Lease and the term Term shall end as of this Leasethe date of the vesting of title with the same effect as if said date were the Expiration Date. TENANT reserves the unto itself the right to prosecute its claim for an award based upon its leasehold interest for such taking, without impairing any rights of LANDLORD for the taking of or injury to the reversion. In the event that If only a part of the demised premises Real Property and not the entire Premises shall be taken so acquired or condemned that then, (a1) except as hereinafter provided in this Section 11.1, this Lease and the Term shall continue in force and effect, but, if a part of the Premises is included in the part of the Real Property so taken includes acquired or condemned, from and after the building on date of the demised premises or any part thereof or (b) vesting of title, the Fixed Rent and the Space Factor shall be reduced in the proportion which the area of the part so taken shall remove from the premises 20% or more of the front depth Premises so acquired or condemned bears to the total area of the parking areas thereof, Premises immediately prior to such acquisition or (c) condemnation and Tenant's Share shall be redetermined based upon the part so taken shall consist of 25% or more proportion in which the ratio between the rentable area of the total parking areaPremises remaining after such acquisition or condemnation bears to the rentable area of the Building remaining after such acquisition or condemnation; (2) if at least ten percent (10%) of the Real Property is so acquired or condemned and whether or not the Premises shall be affected thereby, or (d) such partial taking shall result in cutting off direct access from the demised premises Landlord, at Landlord's option, may give to any adjacent public street or highwayTenant, then and in any such event, the TENANT may at any time either prior to or within a period of sixty (60) days after next following the date when possession upon which Landlord shall have received notice of the premises shall be required by the condemning authority elect to terminate this Leasevesting of title, or if any option to purchase the premises is conferred upon the TENANT by any other provision a thirty (30) days' notice of this Lease, may as an alternative to such termination of this Lease if Landlord shall elect to purchase terminate leases (including this Lease), affecting at least fifty percent (50%) of the demised premises in accordance with rentable area of the Building (excluding any rentable area leased by Landlord or its Affiliates); and (3) if the part of the Real Property so acquired or condemned shall contain more than fifteen percent (15%) of the total area of the Premises immediately prior to such purpose acquisition or condemnation, or if, by reason of such acquisition or condemnation, Tenant no longer has reasonable means of access to the Premises, Tenant, at Tenant's option, may give to Landlord, within sixty (60) days next following the date upon which Tenant shall have received notice of vesting of title, a thirty (30) days' notice of termination of this Lease. In the event that TENANT shall fail to exercise If any such option to terminate thirty (30) days' notice of termination is given by Landlord or Tenant, this Lease or and the Term shall come to purchase an end and expire upon the premises or in expiration of said thirty (30) days with the event that same effect as if the date of expiration of said thirty (30) days were the Expiration Date. If a part of the demised premises Premises shall be taken so acquired or condemned under circumstances under which and this Lease and the TENANT will have no such optionTerm shall not be terminated pursuant to the foregoing provisions of this Section 11.1, then and in either such event the LANDLORD shallLandlord, with reasonable promptnessat Landlord's expense, make necessary repairs to and alterations shall restore that part of the improvements on the demised premises for the purpose Premises not so acquired or condemned to a self-contained rental unit inclusive of restoring the same to an economic architectural unitTenant's Alterations (other than Specialty Alterations), susceptible to the same use as except that which was in effect immediately if such acquisition or condemnation occurs prior to such takingcompletion of the Initial Alterations, Landlord shall only be required to restore that part of the extent that may have been necessary by such condemnation, subject Premises not so acquired or condemned to a proself-rata reduction in rentalcontained rental unit exclusive of Tenant's Alterations. Any dispute resulting from Section 9.3 Upon the termination of this Lease and the Term pursuant to the provisions of this Section 11.1, the Fixed Rent and Escalation Rent shall be submitted to apportioned as of the American Arbitration Society, whose decision date of vesting of title and any prepaid portion of Fixed Rent and Escalation Rent for any period after such date shall be binding on the parties heretorefunded by Landlord to Tenant.

Eminent Domain. If If, prior to the wholeClosing Date, Seller receives notice that any portion of the Property (or access or other material rights in connection therewith) as would, WRIT MOB – Transaction II in Purchaser’s reasonable judgment, materially adversely affect the operation of the Property or uses of the Property is, or any part has been threatened in writing by a governmental authority of competent jurisdiction, to be taken by condemnation or eminent domain, Seller shall promptly notify Purchaser, and at the election of Purchaser this Agreement shall, upon the giving of Notice of such event or of the demised premises condemning authorities’ intention so to take the Property, terminate. If Purchaser does not elect to terminate this Agreement prior to the Closing Date, on the Closing Date all of the proceeds of any award or payment made or to be made by reason of such taking shall be taken or condemned assigned by Seller to Purchaser, and any competent authority for any public use or purpose during money theretofore received by Seller in connection with such taking shall be paid over to Purchaser, whereupon Purchaser shall pay the term Purchase Price without abatement by reason of this Lease. TENANT reserves the unto itself the right to prosecute its claim for an award based upon its leasehold interest for such taking. Seller shall not settle, without impairing agree to, or accept any rights of LANDLORD for the award or payment in connection with a taking of or injury to the reversion. In the event that a part less than all of the demised premises Property without obtaining Purchaser’s prior written consent in each case, which consent shall not be taken unreasonably withheld or condemned delayed. As used in this Section, “material rights” or “materially adversely affect” means, with respect to a Property, a taking or condemnation that (a) the part so taken includes the building on the demised premises would reduce available parking below that required by, or in general cause a violation of, any Legal Requirements or any part thereof or Permitted Exceptions, (b) would restrict or impede access to the part so taken shall remove from the premises 20% or more of the front depth of the parking areas thereofProperty, or (c) the part so taken shall consist of 25% or more would result in a condemnation award reasonably estimated to exceed five percent (5%) of the total parking area, or (d) such partial taking shall result in cutting off direct access from the demised premises to any adjacent public street or highway, then and in any such event, the TENANT may at any time either prior to or within a period of sixty (60) days after the date when possession of the premises shall be required by the condemning authority elect to terminate this Lease, or if any option to purchase the premises is conferred upon the TENANT by any other provision of this Lease, may as an alternative to such termination of this Lease elect to purchase the demised premises in accordance with such purpose option. In the event that TENANT shall fail to exercise any such option to terminate this Lease or to purchase the premises or in the event that a part of the demised premises shall be taken or condemned under circumstances under which the TENANT will have no such option, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to such taking, to the extent that may have been necessary by such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease shall be submitted to the American Arbitration Society, whose decision shall be binding on the parties heretoPurchase Price.

Eminent Domain. If In case the wholewhole of the Premises, or such part thereof as shall substantially interfere with Tenant's use and occupancy thereof, shall be taken by any lawful power or authority by exercise of the power of eminent domain, Tenant or Landlord may terminate this Lease effective as of the date possession is required to be surrendered to said authority. In the event of any taking (in whole or part) of the Project whether or not the Premises or access thereto are affected thereby, Landlord shall have the right to terminate this Lease. Except as provided herein, Tenant shall not, because of any taking, assert any claim against Landlord or the taking authority for any compensation because of such taking, and Landlord shall be entitled to receive the entire amount of any award without deduction for any estate or interest of Tenant. In the event the amount of property or the type of estate taken shall not substantially interfere with Tenant's use of the Premises, and Landlord does not terminate this Lease, Landlord shall proceed to restore the Premises (to the extent permitted by the taking) to substantially their condition prior to such partial taking, and a proportionate allowance shall be made to Tenant for Rent corresponding to the time during which, and to the part of the demised premises Premises of which, Tenant shall be taken or condemned by so deprived on account of such taking and restoration. Provided same shall not diminish Landlord's award in any competent way, nothing contained in this Paragraph 14 shall prevent Tenant from seeking any award against the taking authority for any public use or purpose during the term of this Lease. TENANT reserves the unto itself the right to prosecute its claim for an award based upon its leasehold interest for such taking, without impairing any rights of LANDLORD for the taking of personal property and fixtures owned by Tenant or injury to for relocation expenses recoverable from the reversiontaking authority. In the no event that a part of the demised premises shall Landlord be taken or condemned that (a) the part so taken includes the building on the demised premises or any part thereof or (b) the part so taken shall remove required to expend more for restoration than received from the premises 20% or more of taking authority for such taking. For the front depth of the parking areas thereof, or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall result in cutting off direct access from the demised premises to any adjacent public street or highway, then and in any such event, the TENANT may at any time either prior to or within a period of sixty (60) days after the date when possession of the premises shall be required by the condemning authority elect to terminate this Lease, or if any option to purchase the premises is conferred upon the TENANT by any other provision purposes of this Leaseparagraph, may as an alternative to such termination "taking" shall also include any conveyance in lieu of this Lease elect to purchase the demised premises in accordance with such purpose optioncondemnation. In the event that TENANT shall fail to exercise any such option to terminate this Lease or to purchase the premises or in the event that a part of the demised premises shall be taken or condemned under circumstances under which the TENANT will have no such option, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to such taking, to the extent that may have been necessary by such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease shall be submitted to the American Arbitration Society, whose decision shall be binding on the parties hereto.PARAGRAPH 15

Eminent Domain. If the whole, Demised Premises or any part thereof should be permanently taken, condemned or transferred by agreement in lieu of the demised premises shall be taken or condemned by any competent authority condemnation for any public or quasi-public use or purpose during by any competent authority, whether or not the term Lease shall be terminated, the entire compensation award therefore, both leasehold and reversion, shall be the property of this LeaseLANDLORD without any deduction therefrom for any present or future estate of TENANT, and TENANT hereby assigns to LANDLORD all its right, title and interest to any such award. TENANT reserves shall execute all documents required to evidence such result. TENANT shall, however, be entitled to claim, prove and receive in such condemnation proceedings such award as may be allowed for fixtures and other equipment installed by it, but only if or to the unto itself extent such award shall be in addition to the right award for the land and the building and other improvements (or portions thereof) containing the Demised Premises. If the entire Demised Premises should be taken, condemned, or transferred as aforesaid, the Lease shall terminate as of the time possession thereof is required for public sale. If a portion of the Demised Premises should be taken, condemned or transferred as aforesaid, LANDLORD may elect to prosecute terminate the Lease or, at its claim for an award based upon its leasehold interest for such own expense, to repair and restore the portion not affected by the said taking, without impairing any rights of LANDLORD for in which latter event the taking of or injury minimum rent shall be reduced in proportion to the reversionarea taken, effective at the time possession is required for public use. In the event that a part any portion of the demised premises shall Common Area should be taken or condemned to such extent that (a) the part so taken includes the building on the demised premises or any part thereof or (b) the part so taken shall remove from the premises 20% or more LANDLORD, in its sole discretion, should elect to discontinue operation of the front depth of business, LANDLORD may cancel the parking areas thereofLease by giving written notice to TENANT, or and the Lease shall terminate and become null and void ninety (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall result in cutting off direct access from the demised premises to any adjacent public street or highway, then and in any such event, the TENANT may at any time either prior to or within a period of sixty (6090) days after the date when possession of the premises shall be required by the condemning authority elect to terminate this Lease, or if any option to purchase the premises is conferred upon the TENANT by any other provision of this Lease, may as an alternative to such termination of this Lease elect to purchase the demised premises in accordance with such purpose option. In the event that TENANT shall fail to exercise any such option to terminate this Lease or to purchase the premises or in the event that a part of the demised premises shall be taken or condemned under circumstances under which the TENANT will have no such option, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to such taking, to the extent that may have been necessary by such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease shall be submitted to the American Arbitration Society, whose decision shall be binding on the parties heretosaid notice.

Eminent Domain. If the whole, or any part of the demised premises Leased Premises shall be taken by governmental authority pursuant to its power of eminent domain, (or condemned by Landlord conveys any competent authority part of the Leased Premises following a threat thereof), the Leased Premises shall be reduced in proportion to the amount so taken or conveyed, unless the amount taken shall be so great that it would be impractical or would not reasonably serve Tenant’s purposes, in Tenant’s sole judgment) for any public use or purpose during Tenant to continue operation in which event this Lease shall be canceled and terminated as of the term date of this Lease. TENANT reserves the unto itself the right to prosecute its claim for an award based upon its leasehold interest for such taking. Tenant hereby waives any right it may have in and to any condemnation award or sum paid under threat of condemnation as result of a complete or partial taking of the Leased Premises or any other portion of the Property, without impairing any rights of LANDLORD provided, however, that Tenant may recover from the condemning authority for the taking of Tenant’s trade fixtures and equipment and for the expense of relocating its trade fixtures, equipment and business. Unless this Lease is canceled and terminated as aforesaid, any such taking (or injury any conveyance pursuant to the reversion. In threat thereof) shall have no effect whatsoever on any rent payable in accordance with the event that a part of the demised premises shall be taken or condemned that (a) the part so taken includes the building on the demised premises or any part thereof or (b) the part so taken shall remove from the premises 20% or more of the front depth of the parking areas thereof, or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall result in cutting off direct access from the demised premises to any adjacent public street or highway, then and in any such event, the TENANT may at any time either prior to or within a period of sixty (60) days after the date when possession of the premises shall be required by the condemning authority elect to terminate this Lease, or if any option to purchase the premises is conferred upon the TENANT by any other provision of this Lease, may as an alternative to such termination provisions of this Lease elect to purchase the demised premises in accordance with (i.e. Minimum Rent) or other charges payable as rent, such purpose option. In the event that TENANT as taxes, nor shall fail to exercise any such option to terminate this Lease rent or to purchase the premises or in the event that related charges be reduced thereby unless a part portion of the demised premises shall be Leased Premises is so taken or condemned under circumstances under which the TENANT will have no such option, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible conveyed pursuant to the same use as that which was in effect immediately prior to threat of such taking, to the extent that may have been necessary by such condemnationin which event Minimum Rent and all other charges payable as rent, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease shall be submitted to the American Arbitration Society, whose decision shall be binding on the parties heretoreduced proportionately.

Eminent Domain. If If, prior to the wholeClose of Escrow, (i) all or any part substantially all (or so much thereof so as to substantially and materially interfere with the operation of the demised premises shall be taken or condemned by any competent authority for any public use or purpose during the term of this Lease. TENANT reserves the unto itself the right to prosecute its claim for an award based upon its leasehold interest for such taking, without impairing any rights of LANDLORD for the taking of or injury to the reversion. In the event that a part Hotel) of the demised premises shall be taken or condemned that Land, (aii) the part so taken includes the building on the demised premises or any part thereof or (b) the part so taken shall remove from the premises 20% or more of the front depth portion of the parking areas thereofon the Land which results in there being insufficient parking for the operation of the Hotel as established by applicable governmental codes and regulations, or (ciii) any access-way to the part so Land or any building with guest rooms is taken shall consist by condemnation or eminent domain, at the election of 25% Purchaser this Agreement shall, upon the giving of Notice of such event or more of the total parking areacondemning authorities’ intention so to take the Land, or (d) such partial taking terminate, and Purchaser shall result in cutting off direct access from the demised premises to any adjacent public street or highwayreceive a full and prompt refund of all sums deposited by them with Escrow Holder and/or Seller. If, then and in any such event, the TENANT may at any time either prior to the Close of Escrow, less than all or within a period of sixty (60) days after the date when possession substantially all of the premises shall be required by the condemning authority elect to terminate this Lease, or if any option to purchase the premises is conferred upon the TENANT by any other provision of this Lease, may as an alternative to such termination of this Lease elect to purchase the demised premises in accordance with such purpose option. In the event that TENANT shall fail to exercise any such option to terminate this Lease or to purchase the premises or in the event that a part of the demised premises Land shall be taken by condemnation or condemned under circumstances under which eminent domain, then, if any of the TENANT will have no such optionforegoing, in Purchaser’s reasonable opinion, materially impairs the value of the Land or any significant interest therein, then and in either such event Purchaser shall have the LANDLORD shall, with reasonable promptness, make necessary repairs option to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible (A) accept title to the same use as that which was in effect immediately prior Land subject to such taking, in which event at the Close of Escrow all of the proceeds of any award or payment made or to the extent that may have been necessary be made by reason of such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease taking shall be submitted assigned by Seller to the American Arbitration SocietyPurchaser, whose decision and any money theretofore received by Seller in connection with such taking shall be binding on paid over to Purchaser, whereupon Purchaser shall pay the parties heretoPurchase Price without abatement by reason of such taking, or (B) receive a full and prompt refund of all sums deposited by Purchaser with Escrow Holder and/or Seller. Seller shall not settle, agree to, or accept any award or payment in connection with a taking of less than all of the Land without obtaining Purchaser’s prior written consent in each case, which consent shall not be unreasonably withheld or delayed.

Eminent Domain. If any or all of the wholePremises are taken by the exercise of any power of eminent domain or are conveyed to or at the direction of any governmental entity under a threat of any such taking (each a "Condemnation"), Landlord shall be entitled to collect from the condemning authority thereunder the entire amount of any award made in any such proceeding or as consideration for such conveyance, without deduction therefrom for any leasehold or other estate or right held by Tenant under this Lease. Tenant hereby: (a) assigns to Landlord all of Tenant's right, title and interest, if any, in and to any such award; (b) waives any right which it may otherwise have in connection with such Condemnation, against Landlord or such condemning authority, to any payment for (i) the value of the then unexpired portion of the Term, (ii) leasehold damages, and (iii) any damage to or diminution of the value of Tenant's leasehold interest hereunder or any portion of the Premises not covered by such Condemnation; and (c) agrees to execute any and all further documents which may be required to facilitate Landlord's collection of any and all such awards. Subject to the operation and effect of the foregoing provisions of this Section, Tenant may seek, in a separate proceeding, a separate award on account of any damages or costs incurred by Tenant as a result of any Condemnation of any or all of the Premises, so long as such separate award in no way diminishes any award or payment which Landlord would otherwise receive as a result of such Condemnation. If (a) all of the Premises are taken by a Condemnation, or (b) any part of the demised premises shall be Premises is taken or condemned by any competent authority for any public use or purpose during a Condemnation and the term of this Lease. TENANT reserves the unto itself the right to prosecute its claim for an award based upon its leasehold interest for such taking, without impairing any rights of LANDLORD remainder thereof is unfit for the taking reasonable operation therein of or injury to the reversion. In the event that a part of the demised premises shall be taken or condemned that (a) the part so taken includes the building on the demised premises or any part thereof or (b) the part so taken shall remove from the premises 20% or more of the front depth of the parking areas thereofTenant's business, or (c) the part so taken shall consist of 25% or more any of the total parking areaPremises is taken by a Condemnation and, in Tenant's opinion, it would be impractical to restore the remainder thereof, or (d) such partial taking shall result any of the Premises is taken by a Condemnation and, in cutting off direct access from Tenant's reasonable opinion, it would be impractical to continue to operate the demised premises to any adjacent public street or highwayremainder thereof, then and then, in any such event, the TENANT may at any time either prior to or within a period of sixty (60) days after Term shall terminate on the date when on which possession of so much of the premises shall be required Premises as is taken by such Condemnation is taken by the condemning authority elect thereunder, and all Rent payable hereunder shall be apportioned and paid to such date. If there is a Condemnation and the Term does not terminate this Lease, or if any option pursuant to purchase the premises is conferred upon the TENANT by any other provision foregoing provisions of this LeaseSection, may as an alternative to such termination of this Lease elect to purchase the demised premises in accordance with such purpose option. In the event that TENANT shall fail to exercise any such option to terminate this Lease or to purchase the premises or in the event that a part of the demised premises shall be taken or condemned under circumstances under which the TENANT will have no such option, then operation and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to such taking, to the extent that may have been necessary by such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease shall be submitted unaffected by such Condemnation, except that the Rent shall be reduced in proportion to the American Arbitration Society, whose decision shall be binding on square footage of the parties heretoarea taken by such Condemnation.

Eminent Domain. If the whole, whole or any part substantially the whole of the demised premises Building or of the Premises shall be condemned or taken or condemned by in any competent authority manner for any public or quasi-public use or purpose during purpose, including any purchase or other acquisition in lieu of condemnation, this Lease and the term and estate hereby granted shall cease and terminate as of this Lease. TENANT reserves the unto itself the right to prosecute its claim for an award based upon its leasehold interest date of taking of possession for such takinguse or purpose. If less than the whole or substantially the whole of the Building or of the Premises shall be so condemned or taken, without impairing any rights the Landlord (whether or not the Premises be affected) may, at its option, by notice to Tenant, terminate this Lease and the term and estate hereby granted as of LANDLORD for the date of the taking of possession for such use or injury to the reversionpurpose. In the event that a part of the demised premises shall be taken or condemned that (a) the part so taken includes the building on the demised premises or any part thereof or (b) the part so taken shall remove from the premises 20% or more of the front depth of the parking areas thereof, or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall result in cutting off direct access from the demised premises to any adjacent public street or highway, then and in any such event, the TENANT may at any time either prior to or within a period of sixty (60) days after the date when possession of the premises shall be required by the condemning authority Landlord does not elect to terminate this Lease, then as to that portion of the Premises not so taken or if condemned, the Rent, and the Operating Costs Base Amount shall be reduced pro-rata in accordance with the floor area of the Premises which may be so condemned or taken. Tenant's Percentage shall be equitably adjusted, and Landlord shall, at its expense, proceed with reasonable diligence to repair, alter and restore the remaining part of the Premises to substantially their former condition to the extent that the same may be reasonably feasible. Landlord shall be entitled to receive the entire award in any option to purchase condemnation proceeding, including any award for the premises is conferred upon the TENANT by value of any other provision unexpired term of this Lease, and Tenant shall have no claim against Landlord or against the proceeds of the condemnation (and Tenant shall also execute and deliver to Landlord such documents, in recordable form, as Landlord may require to confirm the same) except that Tenant shall have the right to claim and recover from the condemning authority compensation for Tenant's moving expenses, business interruption or taking of Tenant's personal property (not including Tenant's leasehold interest); provided that such damages may be claimed only if they are separately awarded and not out of or as an alternative to such termination of this Lease elect to purchase the demised premises in accordance with such purpose option. In the event that TENANT shall fail to exercise any such option to terminate this Lease or to purchase the premises or in the event that a part of the demised premises shall be taken or condemned under circumstances under which the TENANT will have no such option, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to such taking, to the extent that may have been necessary damages recoverable by such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease shall be submitted to the American Arbitration Society, whose decision shall be binding on the parties heretoLandlord.

Eminent Domain. If the whole, or In case (a) any part of the demised premises Mortgaged Property shall be taken or condemned by any competent authority for any public use or purpose during the term of this Lease. TENANT reserves the unto itself the right to prosecute its claim for an award based upon its leasehold interest for such taking, without impairing any rights of LANDLORD for the taking of or injury to the reversion. In the event that a part exercise of the demised premises power of eminent domain, or by similar right or power, or if any governmental authority shall be taken exercise any right which it may now or condemned that (a) hereafter have to purchase or designate a purchaser of, or order the part so taken includes the building on the demised premises sale of, all or any part thereof Mortgaged Property, or in case of any sale or conveyance of Mortgaged Property in lieu and in reasonable anticipation of any such event, and (b) the part so taken shall remove from the premises 20% or more of the front depth of the parking areas thereofCompany is unable, or (c) the part so taken shall consist of 25% or more of the total parking areaelects not, or (d) such partial taking shall result in cutting off direct access from the demised premises to any adjacent public street or highwayobtain, then and in any such event, the TENANT may at any time either prior to or within a period of sixty (60) days after the date when possession of the premises shall be required by the condemning authority elect to terminate this Lease, or if any option to purchase the premises is conferred upon the TENANT by any other provision of this Lease, may as an alternative to such termination of this Lease elect to purchase the demised premises in accordance with Section 9.03, the release from the Lien of this Indenture of such purpose option. In Mortgaged Property, all net proceeds of each such taking, purchase or sale or, in case of a sale or conveyance in anticipation thereof, an aggregate amount of Governmental Obligations or purchase money obligations having a fair value to the event that TENANT shall fail Company in cash as evidenced by an Appraiser’s Certificate, and cash, not less than the Fair Value, as of a date not more than 90 days prior to exercise the date of an application of the Company signed by an Authorized Executive Officer for the release of such Mortgaged Property from the Lien of this Indenture, as stated in an Engineer’s Certificate, dated the date of such application, of the Mortgaged Property taken, purchased, sold or conveyed, together with all net sums payable for any damage to any Mortgaged Property by or in connection with any such option to terminate this Lease taking, purchase, sale or to purchase the premises or in the event that a part of the demised premises shall be taken or condemned under circumstances under which the TENANT will have no such option, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to such takingconveyance, to the extent that may have been necessary by not deposited under a Prior Lien with the trustee, mortgagee or other holder of such condemnationPrior Lien, shall be deposited with the Trustee, to be held and applied in accordance with Article 10; and upon receipt of such application the Trustee (subject to a pro-rata reduction in rental. Any dispute resulting Section 9.12) shall execute and deliver to the Company the documents and instruments releasing from Section 9.3 the Lien of this Lease shall be submitted to Indenture the American Arbitration SocietyMortgaged Property so taken, whose decision shall be binding on purchased, sold or conveyed, upon receipt by the parties hereto.Trustee of:

Eminent Domain. If either of the wholeBuildings, or such portion of the Premises as to render the balance (if reconstructed to the maximum extent practicable in the circumstances) unsuitable for Tenant's purposes, in Tenant's reasonable judgment, shall be taken by condemnation or right of eminent domain, or if either of the Buildings are substantially affected by a taking by condemnation or right of eminent domain that in Landlord's reasonable judgment it would be impractical or uneconomic to cause such Building or Buildings to be restored (it being understood and agreed that Landlord shall be deemed to be reasonable in its determination that restoration would be impractical or uneconomic if the holder of any mortgage which includes the Building(s) as a part of the mortgaged premises does not allow the net condemnation proceeds to be applied to the restoration of the Building(s) and/or the Site in accordance with commercially reasonable provisions in its mortgage and in such case Landlord does not elect, in Landlord's sole discretion exercised in good faith, to spend the additional funds necessary to fully restore the Building(s) and/or the Site), then Landlord or Tenant shall have the right to terminate this Lease by notice to the other of its desire to do so, provided that such notice is given not later than thirty (30) days after Tenant has been deprived of possession. In addition, if more than fifteen percent (15%) of the parking spaces available for Tenant's use in accordance with Section 2.2.1 above, shall be taken by condemnation or right of eminent domain, Tenant shall have the right to terminate this Lease by notice to Landlord of its desire to do so, provided that such notice is given not later than thirty (30) days after Tenant has been deprived of such parking spaces, provided further, that such termination right shall be Tenant sole and exclusive remedy for said reduction in parking, and if Tenant fails to terminate following such a reduction in parking, then Tenant shall be deemed to have waived any rights or remedies Tenant may otherwise have against Landlord arising out of the unavailability of parking spaces on the Site as a result of a taking by condemnation or right of eminent domain. Parking spaces shall not be considered "taken" for purposes hereof if, despite an actual taking of an existing parking space on the Site which is available for Tenant's use, Landlord makes available to Tenant alternative parking spaces on the Site or off the Site and in a reasonably convenient location, including, without limitation, by virtue of an elevated parking structure or a valet service. If either party shall give such notice, then this Lease shall terminate as of the date of such notice with the same force and effect as if such date were the date originally established as the expiration date hereof. Should any part of the demised premises shall Premises or the Site be so taken or condemned by any competent authority for any public use or purpose during the term of Lease Term hereof, and should this Lease. TENANT reserves Lease not be terminated in accordance with the unto itself foregoing provisions, Landlord agrees that after the right to prosecute its claim for an award based upon its leasehold interest for such taking, without impairing any rights of LANDLORD for the taking of or injury to the reversion. In the event that a part determination of the demised premises net amount of condemnation proceeds awarded to Landlord, Landlord shall use due diligence to put what may remain of the Premises into proper condition for use and occupation as nearly like the condition of the Premises prior to such taking as shall be taken practicable (excluding Tenant's Property) and to restore or condemned that (a) replace the part so taken includes the building on the demised premises or any part thereof or (b) the part so taken shall remove from the premises 20% or more of the front depth portion of the parking areas thereofaffected by the taking. Notwithstanding the foregoing, or (c) the part so taken Landlord shall consist of 25% or more not be obligated to expend for such repair and restoration any amount in excess of the total parking areanet condemnation proceeds. If such net condemnation proceeds are insufficient for, or the restoration of the Buildings (dand/or the Site) such partial taking shall result in cutting off direct access from and if Landlord does not otherwise elect to spend the demised premises additional funds necessary to any adjacent public street or highwayfully restore the Buildings (and/or the Site), then Landlord shall give notice ("Landlord's Award Notice") to Tenant that Landlord does not elect to fund the amount of the insufficiency and in any such event, Tenant shall thereafter have the TENANT may at any time either prior right to or terminate this Lease by providing Landlord with a notice of termination within a period thirty (30) days after Tenant's receipt of Landlord's Award Notice (the effective date of which termination shall not be less than sixty (60) days after the date when possession of notice of such termination). If the Premises shall be affected by any exercise of the premises power of eminent domain, then the Annual Fixed Rent, Tenant's share of Operating Expenses and Tenant's share of real estate taxes shall be required by justly and equitably abated and reduced from the condemning authority elect to terminate this Lease, or if any option to purchase the premises is conferred upon the TENANT by any other provision of this Lease, may as an alternative to such termination of this Lease elect to purchase the demised premises in accordance with such purpose option. In the event that TENANT shall fail to exercise any such option to terminate this Lease or to purchase the premises or in the event that a part date of the demised premises taking according to the nature and extent of the loss of use thereof suffered by Tenant; and in case of a taking which permanently reduces the Floor Area of the Premises or a material number of parking spaces available to Tenant, a just proportion of the Annual Fixed Rent, Tenant's share of Operating Expenses and Tenant's share of real estate taxes shall be taken or condemned under circumstances under which abated for the TENANT will have no such option, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations remainder of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to such taking, to the extent that may have been necessary by such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease shall be submitted to the American Arbitration Society, whose decision shall be binding on the parties heretoTerm.

Eminent Domain. If In the wholeevent that all or any portion of the Leased Premises shall be taken by any governmental authority under the exercise of its right of eminent domain or similar right (or by act in lieu thereof), all right, title and interest in and to any award granted (or sums paid in lieu thereof) shall belong entirely to Sublessor, and Sublessee hereby assigns to Sublessor all of its interest, title or claim, if any, in and to such award (or sums paid in lieu thereof), including but not limited to, any part of such award attributable to Sublessee’s leasehold interest, if any. Nothing contained herein shall preclude Sublessee from seeking a separate award from the demised premises condemning authority for its moving expense and loss of any trade fixtures. In the event of a partial taking, rent shall be taken reduced as of the date of such taking by an amount that shall equitably reflect the portion of the property taken. If the taking is of such a substantial nature that (a) it includes more than 25% of the building area of the Leased Premises or condemned (b) Sublessee cannot conduct its operations in the Leased Premises, Sublessee shall have the option, to be exercised by any competent authority for any public use or purpose during notice in writing to the term of this Lease. TENANT reserves the unto itself the right to prosecute its claim for an award based upon its leasehold interest for Sublessor within thirty (30) days after such taking, without impairing any rights of LANDLORD for to terminate this Sublease Agreement, or, if such taking be total, this Sublease Agreement shall terminate upon the taking of or injury to the reversiontaking. In the event that a part this Sublease Agreement is terminated pursuant to this Section 15, Sublessee shall not have any claim against Sublessor for the balance of the demised premises shall be taken or condemned that (a) unexpired term of this Sublease Agreement If the part so taken includes the building on the demised premises or any part thereof or (b) the part so taken shall remove from the premises 20% or more of the front depth of the parking areas thereof, or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) portion remaining after such partial taking shall result in cutting off direct access from does not allow Sublessee to operate its business and Sublessee vacates the demised premises to any adjacent public street or highwayProperty, then and in any such event, the TENANT may at any time either prior to or within a period of sixty (60) days after the date when possession of the premises Sublessee shall be required by the condemning authority elect to terminate this Lease, or if any option to purchase the premises is conferred upon the TENANT by any other provision of this Lease, may as an alternative to such termination of this Lease elect to purchase the demised premises in accordance with such purpose option. In the event that TENANT shall fail to exercise any such option to terminate this Lease or to purchase the premises or in the event that a part of the demised premises shall be taken or condemned under circumstances under which the TENANT will have no such option, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to such taking, to the extent that may have been necessary by such condemnation, subject entitled to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease shall be submitted to the American Arbitration Society, whose decision shall be binding on the parties heretofull rent abatement.

Eminent Domain. Except as legally entitled, Tenant hereby assigns to Landlord all rights to compensation or damages, if any, sustained as Tenant on condemnation of the Premises in whole or in part under power of eminent domain; but Landlord shall pay to Tenant from the condemnation award, if and when received by Landlord, the amount, if any, by which such award was increased by virtue of condemnation of equipment, fixtures and/or improvements which Tenant, on termination of the Rental Term, is entitled to remove. If such condemnation of the wholePremises reduces the floor area of the Premises available for Tenant's use by more than twenty-five percent (25%) or renders the part thereof not condemned permanently untenantable, or any either party hereto, by thirty (30) days' notice to the other, may terminate this Lease; but if the Lease is not so terminated, Landlord shall make such repairs, if any, as are reasonably necessary to restore the part thereof not condemned to tenantable condition. Landlord, in so doing, shall not be required to expend more than the net amount received by Landlord in the condemnation proceedings for damage to such part of the demised premises shall be taken or Premises not condemned by any competent authority for any public use or purpose during unless Tenant pays the term amount of this Lease. TENANT reserves the unto itself excess of expenditure and, before commencement of the right to prosecute its claim for an award based upon its leasehold interest restoration repairs, provides Landlord with reasonable security for such takingpayment by Tenant. Restoration repairs, without impairing any rights of LANDLORD for if made, shall begin promptly after Tenant vacates the taking of or injury to the reversion. In the event that a part of the demised premises shall Premises '; condemned and be taken or condemned that (a) the part so taken includes the building on the demised premises or any part thereof or (b) the part so taken shall remove from the premises 20% or more of the front depth of the parking areas thereof, or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall result in cutting off direct access from the demised premises to any adjacent public street or highway, then and in any such event, the TENANT may at any time either prior to or within a period of sixty (60) days after the date when possession of the premises shall be required by the condemning authority elect to terminate this Lease, or if any option to purchase the premises is conferred upon the TENANT by any other provision of this Lease, may as an alternative to such termination of this Lease elect to purchase the demised premises in accordance with such purpose option. In the event that TENANT shall fail to exercise any such option to terminate this Lease or to purchase the premises or in the event that a part of the demised premises shall be taken or condemned under circumstances under which the TENANT will have no such option, then and in either such event the LANDLORD shall, completed with reasonable promptnessdiligence, make necessary repairs to and alterations of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unitsubject, susceptible to the same use as that which was in effect immediately prior to such takinghowever, to delays incident to governmental regulation, unavailability of material or labor and other causes beyond the extent that may have been necessary by such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease shall be submitted to the American Arbitration Society, whose decision shall be binding on the parties heretoLandlords' control.

Eminent Domain. If In the whole, event (a) the whole of all Affected Areas or any (b) such part thereof as shall substantially interfere with Tenant’s use and occupancy of the demised premises Premises for the Permitted Use shall be taken or condemned by any competent authority for any public use or quasi-public purpose during the term by any lawful power or authority by exercise of this Lease. TENANT reserves the unto itself the right of appropriation, condemnation or eminent domain, or sold to prosecute its claim for an award based upon its leasehold interest for prevent such taking, without impairing any rights Tenant or Landlord may terminate this Lease effective as of LANDLORD for the date possession is required to be surrendered to such authority, except with regard to (1) items occurring prior to the taking and (2) provisions of this Lease that, by their express terms, survive the expiration or injury to the reversionearlier termination hereof. In the event that of a part partial taking of the demised premises shall be taken or condemned that (a) the part so taken includes Building or the building on the demised premises or any part thereof Project or (b) drives, walkways or parking areas serving the part so taken shall remove from Building or the premises 20% Project for any public or more quasi-public purpose by any lawful power or authority by exercise of right of appropriation, condemnation, or eminent domain, or sold to prevent such taking, then, without regard to whether any portion of the front depth of the parking areas thereofPremises occupied by Tenant was so taken, or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall result in cutting off direct access from the demised premises to any adjacent public street or highway, then and in any such event, the TENANT Landlord may at any time either prior to or within a period of sixty (60) days after the date when possession of the premises shall be required by the condemning authority elect to terminate this Lease, or if any option Lease (except with regard to purchase (1) items occurring prior to the premises is conferred upon the TENANT by any other provision of this Lease, may as an alternative to such termination taking and (2) provisions of this Lease elect that, by their express terms, survive the expiration or earlier termination hereof) as of such taking if such taking is of a material nature such as to purchase make it uneconomical to continue use of the demised premises unappropriated portion for purposes of renting office. Each party shall be entitled to pursue their own separate claims against the condemning authority as allowed by Applicable Law. However, Landlord shall assert no claims as to the value of the underlying real estate upon which the Building is located and Tenant shall assert no claims as to the value of the Building. If, upon any taking of the nature described in accordance with such purpose option. In the event that TENANT shall fail to exercise any such option to terminate this Article, this Lease or to purchase the premises or continues in the event that a part of the demised premises shall be taken or condemned under circumstances under which the TENANT will have no such optioneffect, then and in either such event Landlord shall promptly proceed to restore the LANDLORD shall, with reasonable promptness, make necessary repairs Affected Areas to and alterations of the improvements on the demised premises for the purpose of restoring the substantially their same to an economic architectural unit, susceptible to the same use as that which was in effect immediately condition prior to such partial taking, to . To the extent that may have been necessary by such condemnationrestoration is infeasible, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease the Rent shall be submitted decreased proportionately to reflect the American Arbitration Society, whose decision shall be binding on loss of any portion of the parties heretoPremises no longer available to Tenant.

Eminent Domain. If the wholeentire Leased Premises shall be taken, leased or condemned (either temporarily or permanently) for public purposes, or in the event Landlord shall convey or lease the property to any part public authority in settlement of a threat of condemnation or taking, the rent shall be adjusted to the date of such taking or leasing or conveyance, and this Lease shall thereupon terminate. If only a portion of the demised premises Leased Premises shall be taken so taken, leased or condemned by any competent authority condemned, and as a result of such partial taking, Tenant is reasonably able to use the remainder of the Leased Premises for any public use or purpose during the term purposes intended hereunder, then this Lease shall not terminate but, effective as of this Lease. TENANT reserves the unto itself the right to prosecute its claim for an award based upon its leasehold interest for date of such taking, without impairing any rights leasing or condemnation, the rent hereunder shall be abated in an amount thereof proportionate to the area of LANDLORD the Leased Premises so taken, leased or condemned. If, following such partial taking, Tenant shall not be reasonably able to use the remainder of the Leased Premises for the taking of purposes intended hereunder, then this Lease shall terminate as if the entire Leased Premises had been taken, leased or injury to the reversioncondemned. In the event that of a part of the demised premises taking, leasing or condemnation as described in this Section 18, whether or not there is a termination hereunder, Tenant shall be taken or condemned that (a) the part so taken includes the building on the demised premises or any part thereof or (b) the part so taken shall remove from the premises 20% or more of the front depth of the parking areas thereof, or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall result in cutting off direct access from the demised premises to any adjacent public street or highway, then and in any such event, the TENANT may at any time either prior to or within a period of sixty (60) days after the date when possession of the premises shall be required by the condemning authority elect to terminate this Lease, or if any option to purchase the premises is conferred upon the TENANT by any other provision of this Lease, may as an alternative to such termination of this Lease elect to purchase the demised premises in accordance with such purpose option. In the event that TENANT shall fail to exercise any such option to terminate this Lease or to purchase the premises or in the event that a part of the demised premises shall be taken or condemned under circumstances under which the TENANT will have no such optionclaim against Landlord, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations other than an adjustment of the improvements on the demised premises for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to such takingrent, to the extent date of taking, leasing or condemnation, and Tenant shall not be entitled to any portion of any amount that may have been necessary by be awarded as damages or paid as a result or in settlement of such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease shall be submitted to the American Arbitration Society, whose decision shall be binding on the parties heretoproceedings or threat.

Eminent Domain. If In the wholeevent that all or any substantial part of the Premises or the Building (or any portion of the common areas reasonably required for access to and service of the Premises, or the parking garage or any part of any thereof to the demised premises extent rendering Tenant unable to use its parking passes) is taken (other than for temporary use not to exceed 90 days, hereafter described) by public authority under power of eminent domain (or by conveyance in lieu thereof), then by notice given within three months following the recording of such taking (or conveyance) in the appropriate registry of deeds, this Lease may be terminated at Landlord’s election thirty (30) days after such notice, and Rent shall be taken or condemned by any competent authority for any public use or purpose during apportioned as of the term date of termination. If this Lease. TENANT reserves Lease is not terminated as aforesaid, subject to the unto itself the right to prosecute its claim for an award based upon its leasehold interest for such taking, without impairing any rights of LANDLORD mortgagees Landlord shall within a reasonable time thereafter, diligently restore what may remain of the Premises (excluding any personal property of Tenant, Tenant Work (other than Finish Work following the substantial completion of such work with respect to each Phase) or other items installed or paid for the taking of by Tenant that Tenant is permitted or injury may be required to the reversionremove upon expiration) to a tenantable condition. In the event that a some portion of rentable floor area of the Premises, the areas of the common areas reasonably necessary for access to and service of the Premises, or the parking garage or any part of any thereof is taken to the demised premises extent that Tenant is unable to use its parking passes (other than for temporary use) and this Lease is not terminated, Base Rent, Additional Rent, parking rent, and Tenant’s Pro Rata Share of Operating Costs shall be taken or condemned that (a) proportionally abated, as applicable, for the part so taken includes remainder of the building on Term. In the demised premises event of any taking of the Premises or any part thereof for temporary use, (i) this Lease shall be and remain unaffected thereby and rent shall not xxxxx, and (ii) Tenant shall be entitled to receive for itself such portion or (b) portions of any award made for such use with respect to the part so taken period of the taking that is within the Term, provided that if such taking shall remove remain in force at the expiration or earlier termination of this Lease, then Tenant shall pay to Landlord a sum equal to the reasonable cost of performing Tenant’s obligations hereunder with respect to surrender of the Premises and upon such payment shall be excused from the premises 20such obligations. If any taking renders 50% or more of the front depth Premises untenantable, including on account of the parking areas thereof, or (c) the part so taken shall consist of 25% or more taking of the total parking areaareas of the common areas reasonably necessary for access to and service of the Premises, and restoration of the effects of such taking cannot be repaired or restored in Landlord’s reasonable estimate within nine (d9) such partial taking shall result in cutting off direct access months from the demised premises to any adjacent public street or highway, then and in any date of such event, the TENANT may at any time either prior to taking (or within a period of sixty four (604) days after months if within the date when possession last year of the premises Term), Tenant may upon 30 days’ prior written notice terminate this Lease provided that such termination election shall be required by the condemning authority elect to terminate this Lease, null and void if Landlord completes such restoration within 30 days of such notice or if any option Tenant exercises its right to purchase extend the premises is conferred upon the TENANT by any other provision of this Lease, may as an alternative Term pursuant to such termination Section 3.03 of this Lease elect after receiving notice of such taking. Any damages that are expressly awarded to purchase the demised premises in accordance with such purpose optionTenant on account of its relocation expenses and Tenant’s personal property, and specifically so designated, shall belong to Tenant. In the event that TENANT shall fail to exercise any such option to terminate this Lease or to purchase the premises or Except as provided in the event preceding sentence of this paragraph, Landlord reserves to itself, and Tenant releases and assigns to Landlord, all rights to damages accruing on account of any taking or by reason of any act of any public authority for which damages are payable, provided, however, that a part Tenant shall receive the proceeds of any separate award for the unamortized value of Finish Work in excess of the demised premises shall Finish Work Allowance and, if applicable, Additional Allowance (provided that such award does not reduce the amount available to Landlord). Subject to its rights hereunder, Tenant agrees to execute such further instruments of assignment as may be taken or condemned under circumstances under which the TENANT will have no such optionreasonably requested by Landlord, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations of the improvements on the demised premises for the purpose of restoring the same turn over to an economic architectural unit, susceptible to the same use as that which was in effect immediately prior to such taking, to the extent Landlord any damages that may have been necessary by such condemnation, subject to a pro-rata reduction be recovered in rental. Any dispute resulting from Section 9.3 of this Lease shall be submitted to the American Arbitration Society, whose decision shall be binding on the parties heretoany proceeding or otherwise.

Eminent Domain. If the whole, or any part Lessee's use of the demised premises shall be taken or condemned by any competent authority for any public use or purpose during the term of this Lease. TENANT reserves the unto itself the right Premises is materially affected due to prosecute its claim for an award based upon its leasehold interest for such taking, without impairing any rights of LANDLORD for the taking by eminent domain of or injury to the reversion. In the event that a part of the demised premises shall be taken or condemned that (a) the part so taken includes the building on the demised premises Premises or any part thereof or any estate therein; or (b) the any other part so taken shall remove from the premises 20% or more of the front depth of the parking areas thereofBuilding; then, or (c) the part so taken shall consist of 25% or more of the total parking area, or (d) such partial taking shall result in cutting off direct access from the demised premises to any adjacent public street or highway, then and in any such either event, the TENANT may at any time either prior to or within a period of sixty (60) days after this Lease shall terminate on the date when possession title vests pursuant to such taking. The Fixed Basic Rent, and any Additional Rent, shall be apportioned as of said termination date and any Fixed Basic Rent or Additional Rent paid for any period beyond said date, shall be repaid to Lessee. Lessee shall not be entitled to any part of the premises shall be required by award for such taking or any payment in lieu thereof, and Lessee hereby assigns to Lessor any and all right, title and interest of Lessee now or hereafter arising in or to any such award or any part thereof and hereby waives all rights against Lessor and the condemning authority elect to terminate this Leaseauthority, but Lessee may file a separate claim for any taking of fixtures and improvements owned by Lessee which have not become the Lessor's property, and for moving expenses, provided the same shall, in no way, affect or if any option to purchase diminish Lessor's award. In the premises is conferred upon the TENANT by any other provision event of this Lease, may as an alternative to such a partial taking which does not effect a termination of this Lease elect to purchase the demised premises in accordance with such purpose option. In the event that TENANT shall fail to exercise any such option to terminate this Lease or to purchase the premises or in the event that a part but does deprive Lessee of the demised premises use of a portion of the Premises, there shall either be taken an abatement or condemned under circumstances under an equitable reduction of the Fixed Basic Rent, and an equitable adjustment reducing the Base Period Costs as hereinafter defined depending on the period for which and the extent to which the TENANT will have no such option, then and in either such event the LANDLORD shall, with reasonable promptness, make necessary repairs to and alterations of the improvements on the demised premises Premises so taken are not reasonably usable for the purpose of restoring the same to an economic architectural unit, susceptible to the same use as that for which was in effect immediately prior to such taking, to the extent that may have been necessary by such condemnation, subject to a pro-rata reduction in rental. Any dispute resulting from Section 9.3 of this Lease shall be submitted to the American Arbitration Society, whose decision shall be binding on the parties heretothey are leased hereunder.