Common use of Eminent Domain Clause in Contracts

Eminent Domain. 15.1 If the Premises or any portion thereof are taken as a result of the exercise of the power of eminent domain, or any transfer in lieu thereof, this Lease shall terminate as to the part so taken as of the date the condemning authority takes title or possession, whichever first occurs, and, in the case of a partial taking, either Lessor or Lessee shall have the right to terminate this Lease as to the balance 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 Lessee of 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 Lessee’s use of the balance of the Premises. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor shall have the right to terminate this Lease by written notice to Lessee within thirty (30) days of the date of the taking. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoing, this Lease shall remain in full force and effect as to the portion of the Premises remaining, except that the Rent and Additional Rent shall be reduced in the proportion that the floor area of the Premises taken bears to the total floor area of the Premises. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereof. In the event of any taking, Lessor 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 Lessee shall have no claim against Lessor for the value of any unexpired term of this Lease or otherwise; provided that Lessor shall have no claim to any portion of the award that is specifically allocable to Lessee’s relocation expenses or the interruption of or damage to Lessee’s business.

Eminent Domain. 15.1 If In the event of any taking or damaging during the term hereof of all or any part of the Leased Premises or any portion thereof are taken as a result interest therein by reason of the exercise of the power of eminent domain, or any transfer in lieu thereof, this Lease shall terminate as to the part so taken as of the date the condemning authority takes title or possession, whichever first occurs, and, in the case of a partial taking, either Lessor or Lessee shall have the right to terminate this Lease as to the balance 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 Lessee of 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 Lessee’s use of the balance of the Premises. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domain, whether by condemnation proceeding or not the Premises are affectedotherwise, Lessor shall have or of any voluntary transfer (the right to make the same being hereby reserved to Lessor without liability of any sort or nature to Lessee) of all or any part of the Leased Premises or any interest therein made in lieu or avoidance of any exercise of the power of eminent domain (any such taking, damaging or transfer being hereinafter referred to as an "appropriation"), if all of the Lease Premises are taken, this Lease, if no sooner terminated under other provisions hereof, shall automatically terminate by limitation and be of no further force or effect as of the date the Leased Premises are actually physically occupied by the condemnor. In the event of an appropriation of less than all of the Leased Premises, and by reason thereof Lessee's permitted use of the Leased Premises is materially interfered with, either party may terminate this Lease by written notice thereof to Lessee the other party within thirty (30) days of the date of the after such partial taking. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoing, this Lease shall remain in full force and effect as to the portion of the Premises remaining, except that the Rent and Additional Rent shall be reduced in the proportion that the floor area of the Premises taken bears to the total floor area of the Premises. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereof. In the event this Lease is not so terminated by reason of an appropriation of less than all of the Leased Premises, such appropriation shall not alter, impair or otherwise affect, in any takingway, the liability of Lessee to pay the full rental and to perform all of the covenants and comply with all of the conditions contained in this Lease. All sums awarded or agreed upon between Lessor shall be entitled to any and all the condemning authority for the taking of the interest of Lessor, whether as damages or as compensation, damages, income, rent, awards, will be the property of Lessor. All sums awarded or any interest therein whatsoever which may be paid or made in connection therewith, agreed between the Lessee and Lessee shall have no claim against Lessor the condemning authority for the value taking of any unexpired term the interest of this Lease the Lessee whether as damages or otherwiseas compensation will be the property of Lessee; provided that Lessor shall have no claim to any portion of the an award that is specifically allocable if paid to Lessee’s relocation expenses , would reduce or diminish the interruption of or damage total award otherwise paid to Lessee’s businessLessor, shall instead be paid to Lessor.

Eminent Domain. 15.1 If Should Landlord, at any time during the Premises continuance in force of this lease, be deprived of the building in which the demised premises are situated, or any part thereof, or any part of the land on which the building or appurtenances are situated, by condemnation or eminent domain proceedings, this lease shall terminate, at Landlord’s option, on the date when Landlord is actually deprived of possession of said land or building, or some part thereof, and thereupon the parties hereto shall be released from all further obligations hereunder, and Landlord shall thereupon repay to Tenant any rental theretofore paid by Tenant and unearned at the date of such termination. Tenant shall not be entitled to any compensation, allowance, claim or offset of any kind against the Landlord, as damages or otherwise, by reason of such condemnation or eminent domain proceedings or by reason of being deprived of the demised premises or the termination of this lease except to the extent Landlord receives proceeds which relate to Tenant’s personal property, and said Tenant does hereby waive, renounce and quit-claim to Landlord any right in and to any award, judgment, payment or compensation which shall or may be made or given because of the taking of said premises, or any portion thereof are taken as a result of the exercise of the power of eminent domain, or any transfer in lieu thereof, this Lease shall terminate as by virtue of any such condemnation or eminent domain proceedings, whether received in any such action or in settlement or compromise thereof by Landlord, also except to the part so taken as of the date the condemning authority takes title or possessionextent Landlord receives proceeds which relate to Tenant’s personal property. Further, whichever first occurs, and, in the case of a partial taking, either Lessor or Lessee Tenant shall have the right to terminate this Lease as file a separate claim to the balance 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 Lessee of 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 Lessee’s use of the balance of the Premises. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor shall have the right to terminate this Lease by written notice to Lessee within thirty (30) days of the date of the taking. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoing, this Lease shall remain in full force and effect as to the portion of the Premises remaining, except that the Rent and Additional Rent shall be reduced in the proportion that the floor area of the Premises taken bears to the total floor area of the Premises. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereof. In the event of any taking, Lessor 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 Lessee shall have no claim against Lessor for recover the value of any unexpired term of this Lease or otherwise; provided that Lessor shall have no claim to any portion of its personal property in the award that is specifically allocable to Lessee’s relocation expenses or the interruption of or damage to Lessee’s businesseminent domain proceedings.

Eminent Domain. 15.1 If the Premises Building is totally taken by condemnation or any portion thereof are taken as a result of the exercise of the power right of eminent domain, or any transfer in lieu thereof, this Lease SUBLEASE shall terminate as to the part so taken as of the date of such taking. If the condemning authority takes title Building, or possession, whichever first occurs, and, such portion thereof as to render the balance (if reconstructed to the maximum extent practicable in the case circumstances) physically unsuitable in the SUBLESSEE'S reasonable judgment for the SUBLESSEE'S purposes, shall be taken by condemnation or right of eminent domain (including a partial takingtemporary taking in excess of 180 days), either Lessor the SUBLESSEE or Lessee the SUBLESSOR shall have the right to terminate this Lease as to the balance of the Premises SUBLEASE by written notice to the other of its desire to do so, provided that such notice is given not later than thirty (30) days after the SUBLESSEE has been deprived of possession. Should any part of the Building be so taken or condemned or receive such damage and should this SUBLEASE not be terminated in accordance with the foregoing provisions, the SUBLESSOR shall, to the extent condemnation proceeds are available to SUBLESSOR, promptly restore the Leased Premises (and the Tenant Improvements) to an architectural unit that is suitable to the uses of the SUBLESSEE permitted hereunder. In the event that the amount of such proceeds, if any, made available by SUBLESSOR for reconstruction of the Tenant Improvements is not sufficient in SUBLESSEE'S reasonable judgment to restore the Leased Premises to a suitable whole, SUBLESSEE shall have the right to terminate this SUBLEASE within thirty (30) days after such date; provided, however, that a condition to the exercise by Lessee of such right to terminate shall be that the portion SUBLESSOR has notified SUBLESSEE of the Premises taken shall be amount of such extent and nature as substantially to handicap, impede or impair Lessee’s use proceeds available for reconstruction of the balance of the Premises. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor shall have the right to terminate this Lease by written notice to Lessee within thirty (30) days of the date of the taking. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoing, this Lease shall remain in full force and effect as to the portion of the Premises remaining, except that the Rent and Additional Rent shall be reduced in the proportion that the floor area of the Premises taken bears to the total floor area of the Premises. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereofTenant Improvements. In the event of any takinga taking described in this Paragraph 17A, Lessor the rent and other charges (base rent, financing rent and additional rent) payable hereunder, or a fair and just proportion thereof according to the nature and extent of the loss of use, shall be entitled to any and all compensation, damages, income, rent, awards, suspended or any interest therein whatsoever which may be paid or made in connection therewithabated. The SUBLESSOR reserves, and Lessee shall the SUBLESSEE grants to the SUBLESSOR, all rights which the SUBLESSEE may have no claim against Lessor for damages or injury to the value of Leased Premises for any unexpired term of this Lease or otherwise; provided that Lessor shall have no claim to any portion of the award that is specifically allocable to Lessee’s relocation expenses or the interruption of or taking by eminent domain, except for damage to Lessee’s businessthe SUBLESSEE'S trade fixtures, personal property or equipment, if any, the SUBLESSEE'S right to relocation expenses, if any, and the SUBLESSEE'S right for business interruption, if any.

Eminent Domain. 15.1 If all or any substantial part of the Premises or the Building (including the Parking Facility) shall be taken or appropriated by any portion thereof are taken as a result of the exercise of public or quasi-public authority under the power of eminent domain, or any transfer conveyance in lieu thereofof such appropriation, either party to this Lease shall terminate as to the part so taken as of the date the condemning authority takes title or possession, whichever first occurs, and, in the case of a partial taking, either Lessor or Lessee shall have the right to terminate this Lease as to right, at its option, of giving the balance of the Premises by written notice to the other other, at any time within thirty (30) days after such datetaking, notice terminating this Lease, except that Tenant may only terminate this Lease by reason of taking or appropriation, if such taking or appropriation shall be so substantial as to materially interfere with Tenant’s use and occupancy of the Premises or the Building (including the Parking Facility); provided, however, that a condition regulatory action, ordinance or Regulation limiting or temporarily prohibiting Tenant’s right to enter or use the Premises or the Building shall not be construed as a taking or appropriation hereunder and Tenant shall have no right to rent abatement or termination right as a result thereof. If neither party to this Lease shall so elect to terminate this Lease, the rental thereafter to be paid shall be adjusted on a fair and equitable basis under the circumstances. In addition to the exercise by Lessee rights of such right to terminate shall be that the portion of the Premises taken shall be of such extent and nature as substantially to handicapLandlord above, impede or impair Lessee’s use of the balance of the Premises. If if any material substantial part of the Building or Office Building Project shall be taken as a result or appropriated by any public or quasi-public authority under the power of eminent domain or conveyance in lieu thereof, and regardless of whether the Premises or any part thereof are so taken or appropriated, Landlord shall have the right, at its sole option, to terminate this Lease. Any award for the taking of all or any part of the Premises or the Building under the power of eminent domain or any payment made under threat of the exercise of such power shall be the power property of eminent domainLandlord, whether or not the Premises are affected, Lessor such award shall have the right to terminate this Lease by written notice to Lessee within thirty (30) days be made as compensation for diminution in value of the date leasehold, for good will, for the taking of the taking. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoingfee, this Lease shall remain in full force and effect as to the portion of the Premises remainingseverance damages, except or as damages for tenant improvements; provided, however, that the Rent and Additional Rent shall be reduced in the proportion that the floor area of the Premises taken bears to the total floor area of the Premises. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereof. In the event of any taking, Lessor Tenant 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 Lessee shall have no claim against Lessor separate award for the value of any unexpired term of this Lease or otherwise; provided that Lessor shall have no claim to any portion of the award that is specifically allocable to Lessee’s relocation expenses or the interruption loss of or damage to Lessee’s businessTenant's removable personal property, trade fixtures and for moving expenses, provided it does not reduce the amount payable to Landlord.

Eminent Domain. 15.1 If the whole of the Premises or any portion the Project or so much thereof are as to render the balance unusable by Tenant shall be taken as a result of the exercise of the under power of eminent domain, or any transfer is sold, transferred or conveyed in lieu thereof, this Lease shall automatically terminate as to the part so taken as of the date of such condemnation, or as of the date possession is taken by the condemning authority takes title authority, at Landlord’s option. No award for any partial or possessionentire taking shall be apportioned, whichever first occursand Tenant hereby assigns to Landlord any award which may be made in such taking or condemnation, and, together with any and all rights of Tenant now or hereafter arising in the case of a partial taking, either Lessor or Lessee shall have the right to terminate this Lease as to the balance of the Premises by written notice to the other within thirty (30) days after such datesame or any part thereof; provided, however, that nothing contained herein shall be deemed to give Landlord any interest in or to require Tenant to assign to Landlord any award made to 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 for the interruption of, or damage to, Tenant’s business, and provided, further, that Tenant may separately pursue a condition claim for compensation against the condemning authority for, among other things, Tenant’s moving and relocation expenses and Tenant’s leasehold interest, so long as same does not effect Landlord’s award. In the event of a partial taking described in this Article 22, or a sale, transfer or conveyance in lieu thereof, which does not result in a termination of this Lease, the rent shall be apportioned according to the exercise by Lessee of such right to terminate shall be ratio that the portion part of the Premises taken shall be of such extent and nature as substantially to handicap, impede or impair Lessee’s use of the balance of the Premises. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor shall have the right to terminate this Lease remaining useable by written notice to Lessee within thirty (30) days of the date of the taking. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoing, this Lease shall remain in full force and effect as to the portion of the Premises remaining, except that the Rent and Additional Rent shall be reduced in the proportion that the floor area of the Premises taken Tenant bears to the total floor area of the Premises. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereof. In the event of any taking, Lessor shall be entitled to Tenant hereby waives any and all compensation, damages, income, rent, awards, or any interest therein whatsoever which may be paid or made in connection therewith, and Lessee shall rights it might otherwise have no claim against Lessor for the value of any unexpired term of this Lease or otherwise; provided that Lessor shall have no claim pursuant to any portion Section 1265.130 of the award that is specifically allocable to Lessee’s relocation expenses or the interruption California Code of or damage to Lessee’s businessCivil Procedure.

Eminent Domain. 15.1 If the whole or more than twenty-five percent (25%) of the Premises or any portion thereof are Building shall be taken as a result of the exercise of the by power of eminent domaindomain or condemned by any competent authority for any public or quasi-public use or purpose, or if any transfer adjacent property or street shall be so taken or condemned, or reconfigured or vacated by such authority in such manner as to require the use, reconstruction or remodeling of any part of the Premises or Building if Landlord shall grant a deed or other instrument in lieu thereofof such taking by eminent domain or condemnation, Landlord shall have the option to terminate this Lease shall terminate as to the part so taken effective as of the date possession is required to be surrendered to the condemning authority takes title authority. If more than twenty-five percent (25%) of the rentable square feet of the Premises is taken, or possession, whichever first occurs, andif access to the Premises is substantially impaired, in each case for a period in excess of one hundred twenty (120) days, Tenant shall have the case option to terminate this Lease effective as of a partial takingthe date possession is required to be surrendered to the authority. Tenant shall not because of such taking assert any claim against Landlord or the authority for any compensation because of such taking and Landlord shall be entitled to the entire award or payment in connection therewith, either Lessor or Lessee except that Tenant shall have the right to terminate this Lease as file any separate claim available to Tenant for any taking of Tenant’s personal property and fixtures belonging to Tenant and removable by Tenant upon expiration of the Term pursuant to the balance terms of this Lease, and for moving expenses, so long as such claim is payable separately to Tenant. All Rent shall be apportioned as of the date of such termination. If any part of the Premises by written notice shall be taken, and this Lease shall not be so terminated, the Rent shall be proportionately abated. Tenant hereby waives any and all rights it might otherwise have pursuant to Section 1265.130 of The California Code of Civil Procedure. Notwithstanding anything to the other within thirty (30) days after such date; providedcontrary contained in this Article 23, however, that in the event of a condition to the exercise by Lessee temporary taking of such right to terminate shall be that the all or any portion of the Premises taken shall be for a period of such extent and nature as substantially to handicapone hundred twenty (120)days or less, impede or impair Lessee’s use of the balance of the Premises. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor shall have the right to terminate this Lease by written notice to Lessee within thirty (30) days of the date of the taking. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoing, then this Lease shall remain in full force and effect as to not terminate but the portion of the Premises remaining, except that the Base Rent and the Additional Rent shall be reduced abated for the period of such taking in proportion to the proportion ratio that the floor area amount of rentable square feet of the Premises taken bears to the total floor area rentable square feet of the Premises. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereof. In the event of any taking, Lessor Landlord shall be entitled to any and all compensation, damages, income, rent, awards, or any interest therein whatsoever which may be paid or receive the entire award made in connection therewith, and Lessee shall have no claim against Lessor for the value of with any unexpired term of this Lease or otherwise; provided that Lessor shall have no claim to any portion of the award that is specifically allocable to Lesseesuch temporary taking other than Tenant’s relocation expenses or the interruption of or damage to Lessee’s businessseparate claim.

Eminent Domain. 15.1 Section 17.1. If the Premises demised premises, or any such portion thereof are taken as a result to render the balance (when reconstructed) unsuitable for the purposes of the exercise Tenant in the reasonable opinion of the power Landlord, shall be taken by condemnation or right of eminent domain, either party, upon written notice to the other, shall be entitled to terminate this lease, provided that such notice is given not later than thirty (30) days after the Tenant has been deprived of possession. For the purposes of this ARTICLE, any deed or any transfer of title in lieu of any such taking shall be treated as such a taking. Moreover, for the purposes of this ARTICLE, such a taking of the Tenant's entire leasehold interest hereunder in the demised premises (or assignment or termination in lieu thereof) shall be treated as a taking of the entire demised premises, and in such event the Tenant shall be treated as having been deprived of possession on the effective date thereof. Should any part of the demised premises be so taken or condemned, and should this Lease shall terminate lease not be terminated in accordance with the foregoing provision, the Landlord covenants and agrees within a reasonable time after such taking or condemnation, and the determination of the Landlord's award therein, to expend so much as may be necessary of the net amount which may be awarded to the part Landlord in such condemnation proceedings in restoring the demised premises to an architectural unit as nearly like their condition prior to such taking as shall be practicable. Should the net amount so awarded to the Landlord be insufficient to cover the cost of restoring the demised premises, as estimated by the Landlord's architect, the Landlord may, but shall not be obligated to, supply the amount of such insufficiency and restore said premises as above provided, with all reasonable diligence, or terminate this lease. Where the Tenant has not already exercised any right of termination accorded to it under the foregoing portion of this paragraph, the Landlord shall notify the Tenant of the Landlord's election not later than ninety (90) days after the final determination of the amount of the award. Further, if so much of the Shopping Center shall be so taken as that continued operation of the date the condemning authority takes title or possession, whichever first occurs, and, Shopping Center would be uneconomical in the case of a partial takingLandlord's judgment or prohibited by zoning or other applicable law, either Lessor or Lessee the Landlord shall have the right to terminate this Lease as to the balance of the Premises lease by written giving notice to the other within Tenant of the Landlord's desire so to do not later than thirty (30) days after such date; provided, however, that a condition to the exercise by Lessee effective date of 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 Lessee’s use of the balance of the Premises. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor shall have the right to terminate this Lease by written notice to Lessee within thirty (30) days of the date of the taking. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoing, this Lease shall remain in full force and effect as to the portion of the Premises remaining, except that the Rent and Additional Rent shall be reduced in the proportion that the floor area of the Premises taken bears to the total floor area of the Premises. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereof. In the event of any taking, Lessor 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 Lessee shall have no claim against Lessor for the value of any unexpired term of this Lease or otherwise; provided that Lessor shall have no claim to any portion of the award that is specifically allocable to Lessee’s relocation expenses or the interruption of or damage to Lessee’s business.

Eminent Domain. 15.1 If In the event the Premises shall be taken by or pursuant to any portion thereof are taken as a result of governmental authority or through the exercise of the power right of eminent domain, or any transfer Landlord and Tenant shall join and cooperate in lieu thereof, this Lease shall terminate as resisting such proceeding if such resistance is feasible and desirable to the part so taken as of the date the condemning authority takes title or possession, whichever first occurs, Tenant and, if it is not, shall join and cooperate in prosecuting their respective claims for damages incurred from the case successful exercise of a partial taking, either Lessor such right or Lessee shall have proceeding. If the right to terminate this Lease as to the balance whole of the Premises shall be taken or condemned by written notice any competent authority for any public use or purpose during the term of this Lease, all obligations of the Tenant shall cease upon the date of the taking and any unearned rent paid by Tenant shall be refunded. So much of the award as represents the value of the land and the Buildings and improvements shall belong to Landlord. Tenant shall be entitled to all other damages which may be awarded based upon loss of its leasehold interest, signs, equipment or interruption of business. In the event that a part of the Premises shall be taken or condemned, and the taking in any other way reduces or damages the Premises to an extent that it may not be effectively used for the purposes hereof; then and in any such event the Tenant may, at any time either prior to or within a period of thirty (30) days after such date; provided, however, that a condition to the exercise by Lessee of such right to terminate shall be that the portion date when possession of the Premises taken shall be of required by the condemning authority, elect to terminate this Lease. The separate awards shall belong to Landlord and Tenant respectively as hereinbefore set forth. In the event that Tenant shall fail to exercise any such extent and nature as substantially option to handicapterminate this Lease, impede or impair Lessee’s use of in the balance of the Premises. If any material event that a part of the Building or Office Building Project Premises shall be taken as a result of or condemned under circumstances under which the exercise of the power of eminent domainTenant will have no such option, whether or not the Premises are affected, Lessor shall have the right to terminate this Lease by written notice to Lessee within thirty (30) days of the date of the taking. If neither Lessor nor Lessee terminates this Lease then in accordance with the foregoing, either such event this Lease shall remain continue in full force and effect as with respect to the portion of the Premises remainingnot so taken, except that and Tenant will, with all due diligence and with all proceeds of the Rent award available for the Buildings and Additional Rent improvements, repair and restore the Premises or what may remain thereof to their former condition. Any remaining part of the award shall be reduced in the proportion that the floor area divided between Landlord and Tenant as hereinbefore set forth with respect to a taking of the Premises taken bears to the total floor area whole of the Premises. Common Areas taken Upon the completion of such work, the monthly rent due Landlord under this Lease shall be excluded from the Common Areas usable by Lessee reduced to reflect any loss sustained in area and no reduction of Rent shall occur with respect thereto or by reason thereofusability. In the event of any takingthat agreement is not reached with respect to reduced rent, Lessor an appraisal shall be entitled to any made by a competent appraiser selected by Landlord and all compensation, damages, income, rent, awards, or any interest therein whatsoever which may be paid or made in connection therewithTenant, and Lessee the reduced rental shall have no claim against Lessor for be the value of any unexpired term of this Lease or otherwise; provided that Lessor shall have no claim amount determined by the appraiser to any portion of be the award that is specifically allocable to Lessee’s relocation expenses or the interruption of or damage to Lessee’s businessfair market rental.

Eminent Domain. 15.1 If the Premises entire Building or any portion thereof are taken as a result of the exercise of the power of eminent domainsubstantial part thereof, or any transfer in lieu thereofpart thereof which includes all or a substantial part of the Premises, is taken or is condemned by any competent authority for any public or quasi-public use or purpose, the Term of this Lease shall terminate as to end upon and not before the earlier of the date when the possession of the part so taken as is required for such use or purpose or the effective date of the date taking, and without apportionment of the condemning authority takes title award to or possessionfor the benefit of Tenant. If any condemnation proceeding is instituted in which it is sought to take or damage any part of the Building, whichever first occurs, andthe taking of which, in Landlord's opinion, would prevent the case economical operation of a partial the Premises, or if the grade of any street or alley adjacent to the Building is changed by any competent authority, and such taking, either Lessor damage or Lessee change of grade makes it necessary or desirable to remodel the Premises to conform to the taking, damage or changed grade, Landlord shall have the right to terminate this Lease as upon written notice given to Tenant not less than ninety (90) days prior to the balance date of termination designated in said notice. In either of these events, Rent at the then current rate shall be apportioned as of the Premises date of the termination. No money or other consideration shall be payable by written notice Landlord to Tenant for the right of termination, and Tenant shall have no right to share in the condemnation award, whether for a total or partial taking, for loss of Tenant's leasehold or improvements or other within thirty (30) days after such dateloss or expenses or to share in any judgment for damages caused by the change of grade; provided, however, that a condition if this Lease is terminated pursuant to the exercise by Lessee of such right to terminate shall be that the portion of the Premises taken shall be of such extent and nature as substantially to handicapthis Article 16, impede or impair Lessee’s use of the balance of the Premises. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor Tenant shall have the right to terminate this Lease by written notice to Lessee within thirty (30) days bring a claim for a separate condemnation award for loss of the date of the taking. If neither Lessor nor Lessee terminates this Lease Tenant's Work, and any alterations, additions or improvements made by Tenant in accordance with the foregoing, this Lease shall remain in full force and effect as to the portion of the Premises remainingPremises, except that the Rent and Additional Rent shall be reduced for costs incurred in the proportion that the floor area of the Premises taken bears to the total floor area of moving from the Premises. Common Areas taken shall be excluded from the Common Areas usable by Lessee , as long as such claim and no reduction of Rent shall occur with respect thereto award does not diminish or by reason thereof. In the event of adversely affect any taking, Lessor shall be entitled award available to any and all compensation, damages, income, rent, awards, Landlord or any interest therein whatsoever which may be paid or made in connection therewith, and Lessee shall have no claim against Lessor for the value of any unexpired term of this Lease or otherwise; provided that Lessor shall have no claim to any portion of the award that is specifically allocable to Lessee’s relocation expenses or the interruption of or damage to Lessee’s businessmortgagee under a First Mortgage (as defined below).

Eminent Domain. 15.1 If the Premises or any portion thereof are taken Section 1. If, as a result of the exercise of the power of any taking by eminent domain, or any transfer which shall be deemed to include a voluntary conveyance in lieu thereofof a taking, this Lease the total floor area remaining in the demised premises shall terminate as be reduced to less than fifty (50%) percent of the total floor area in the demised premises at the commencement of the term hereof, then at the election of the Landlord, exercisable by written notice given to the part so taken Tenant within ninety (90) days after the date of the filing of the notice of such taking this lease may be terminated as of the date when the condemning authority takes title Tenant is required to vacate the demised premises or possession, whichever first occurs, and, in the case portion thereof so taken notwithstanding that the 116 entire interest of a partial the Landlord may have been divested by such taking, either Lessor or Lessee shall have and if following any such taking the right to Landlord does not terminate this lease and provided Tenant does not terminate this Lease as under Section 2 hereof, then the Landlord, at the Landlord's expense, but only to the balance extent of the Premises award actually received by written notice the Landlord for any such taking (subject to the other within thirty 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 Tenant's business (30) days but if Landlord fails to perform such work, Landlord shall have no liability to Tenant for damages, including, without limitation, damages to Tenant's business on account thereof nor shall Landlord be subject to specific performance on account thereof. From and after such date; provided, however, that a condition the date on which the Tenant is required to the exercise by Lessee of such right to terminate shall be that vacate the portion of the Premises taken demised premises so taken, a just proportion of the rent reserved herein according to the nature and extent of the taking of the demised premises shall be of abated until the demised premises are restored to such extent condition that the Tenant can commence business therein and nature as substantially to handicap, impede or impair Lessee’s use of the balance of the Premises. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor shall have the right to terminate this Lease by written notice to Lessee within thirty (30) days of from and after the date of on which the taking. If neither Lessor nor Lessee terminates this Lease Landlord shall restore the demised premises in accordance with the foregoing, this Lease shall remain in full force and effect as to manner above provided the portion of the Premises remaining, except that the Rent and Additional Rent rent shall be reduced in the proportion that the floor area of the Premises portion of the demised premises so taken bears to the total floor area of the Premises. Common Areas taken shall be excluded from demised premises at the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereof. In the event of any taking, Lessor 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 Lessee shall have no claim against Lessor for the value of any unexpired term of this Lease or otherwise; provided that Lessor shall have no claim to any portion commencement of the award that is specifically allocable to Lessee’s relocation expenses or the interruption of or damage to Lessee’s businessterm hereof.

Eminent Domain. 15.1 If all of the Premises or any portion thereof premises are taken as a result of the exercise of under the power of eminent domaindomain or conveyed under threat of condemnation proceedings, or any transfer if only a part of the premises is taken and the remainder is determined by LESSEE to be inadequate or unsatisfactory for LESSEE'S purposes as described in lieu thereofthis Lease, which determination shall not be arbitrarily or capriciously made, then in either event, this Lease shall terminate as to the part so taken effective as of the date the condemning authority takes title or possession, whichever first occurs, and, in the case of a partial taking, either Lessor or Lessee shall have LESSEE is required to give up the right to terminate this Lease as to the balance 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 Lessee of 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 occupy or impair Lessee’s use of the balance of the Premises. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor shall have the right to terminate this Lease by written notice to Lessee within thirty (30) days of the date of the taking. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoing, this Lease shall remain in full force and effect as to the portion of the Premises remaining, except that the Rent and Additional Rent shall be reduced in the proportion that the floor area of the Premises taken bears to the total floor area of the Premises. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereofpremises. In the event LESSEE shall so determine that the remainder of any takingthe premises is inadequate or unsatisfactory for its purposes, Lessor and LESSOR feels that such determination is arbitrary or capricious, then upon ten (10) days written notice by LESSOR to LESSEE, this matter shall be entitled submitted to arbitration as hereinafter provided for reduction of rental, in such event LESSEE'S obligation to pay rental shall xxxxx during the period of such arbitration. The termination of this Lease as above provided shall not operate to deprive LESSEE of the right to make claim against the condemning authority for any and all compensationdamage suffered by LESSEE, damages, income, rent, awards, or any interest therein whatsoever which may be paid or made in connection therewith, and Lessee but LESSEE shall have no right to make any claim against Lessor for LESSOR because of such condemnation or termination. If this Lease is not terminated as provided, LESSOR and LESSEE shall agree upon an equitable reduction of the value rental. If the parties fail to agree upon such reduction, LESSOR and LESSEE shall choose three arbitrators. The decision of any unexpired term two of the arbitrators as to the rental reduction, if any, shall be binding on LESSEE and LESSOR, and any expense of the arbitration shall be divided equally between LESSEE and LESSOR. The rental amount agreed to or decided by arbitration shall be paid by LESSEE for any period of abatement and thereafter pursuant to the terms of this Lease or otherwise; provided that Lessor shall have no claim to any portion of the award that is specifically allocable to Lessee’s relocation expenses or the interruption of or damage to Lessee’s businessLease. PLUS ADDENDUM 'C'.

Eminent Domain. 15.1 If any part of the Premises or any portion thereof are is taken as a result of the exercise of the power of by eminent domain, Landlord may, at its sole option, terminate the Lease by giving written notice to Tenant within forty-five (45) days after the taking, or if by reason of any transfer in lieu thereofsuch taking, Tenant's operation on the Premises is prohibited or commercially impractical, Tenant shall have the option to terminate this Lease shall terminate as Agreement by giving written notice to Landlord within forty-five (45) days after the part so taken taking, and the rent will be adjusted as of the date of the condemning authority takes title notice. If the Premises are damaged or possessionif access to the Premises is materially impaired by reason of such taking and neither Landlord nor Tenant elects to terminate this Lease Agreement, whichever first occursLandlord will promptly rebuild or repair the damage to the extent possible within the limitations of the available condemnation awards. All condemnation awards belong to Landlord, andexcept that specifically awarded to Tenant for its separate property and fixtures. Tenant shall not be entitled to claim, or have paid to Tenant, any compensation or damages whatsoever for or on account of any loss, injury, damage or taking of any right, interest, or estate of Tenant, and Tenant hereby relinquishes and hereby assigns to Landlord any rights to any damages, but Landlord shall be entitled to claim and have paid to it for the use and benefit of Landlord all compensation and damages for and on account of or arising out of such taking or condemnation without deduction from the amount thereof for and on account of any right, title, interest, or estate of Tenant in the case or to said property, and Tenant, upon request of a partial takingLandlord, either Lessor shall execute any and all releases or Lessee other documents as shall be required by such public or quasi-public authority; provided, however, Tenant shall have the right to terminate this Lease as make its claim for its fixtures and moving expenses to the balance of the Premises by written notice to the extent such damages are allowable, and may secure such other within thirty (30) days after such date; provided, however, that a condition to the exercise by Lessee of such right to terminate shall be that the portion of the Premises taken shall be of such extent redress and nature as substantially to handicap, impede or impair Lessee’s use of the balance of the Premises. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor shall have the right to terminate this Lease by written notice to Lessee within thirty (30) days of the date of the taking. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoing, this Lease shall remain in full force and effect as to the portion of the Premises remaining, except that the Rent and Additional Rent shall be reduced in the proportion that the floor area of the Premises taken bears to the total floor area of the Premises. Common Areas taken shall be excluded benefits from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereof. In the event of any taking, Lessor shall be condemning authorities as it is entitled to so long as the same does not lessen or in any and all compensation, damages, income, rent, way diminish Landlord's awards, or any interest therein whatsoever which may be paid or made in connection therewith, and Lessee shall have no claim against Lessor for the value of any unexpired term of this Lease or otherwise; provided that Lessor shall have no claim to any portion of the award that is specifically allocable to Lessee’s relocation expenses or the interruption of or damage to Lessee’s business.

Eminent Domain. 15.1 If If: (i) the Premises whole or any portion thereof are taken as a result part of the exercise building on the Premises, or (ii) more than 10% of the land comprising the Premises, shall be taken by any public authority or utility under the power of eminent domain, or any transfer in lieu thereof, this Lease shall terminate as to the part so taken as of the date the condemning authority takes title or possession, whichever first occurs, and, in the case of a partial taking, either Lessor or Lessee then Tenant shall have the right to terminate this Lease as to the balance 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 Lessee of 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 Lessee’s use of the balance of the Premises. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor shall have the right either to terminate this Lease by sixty (60) days' prior written notice given to Lessee within thirty Landlord by Tenant, which notice may be given at any time after such taking and on or before four (304) days months after the date possession is required pursuant to such taking, or to continue in possession of the date remainder of the Premises under the terms herein provided, except that the Term shall cease on the part so taken from the day possession of that part is taken, and the rent shall from and after such day be reduced as hereinafter provided in this Paragraph 15. If this Lease is not terminated, Landlord shall deposit with Tenant the entire proceeds of the condemnation award for the purpose of restoring the Premises to a tenable condition, and Tenant, but only to the extent of such condemnation proceeds, shall restore the Premises to a tenable condition substantially comparable to the condition thereof prior to the taking. If neither Lessor nor Lessee terminates this Lease in accordance with after restoration of the foregoingPremises to a tenable condition, this Lease shall remain in full force and effect as to the any portion of the Premises remainingcondemnation award deposited by Landlord with Tenant remains unused ("Unused Award"), except that then the Rent and Additional Rent Tenant shall be reduced in pay the proportion that Unused Award over to the floor area Landlord, subject, however, to the rights of the Premises taken bears to the total floor area of the Premisesmortgagee, if any. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereof. In the event of any taking, Lessor Tenant shall be entitled to any claim an award for loss of business, going business, going concern value of business, goodwill, depreciation of trade fixtures and all compensationtrade fixture and equipment damage, damagescost or removal of trade fixtures, income, rent, awards, or any interest therein whatsoever which may be paid or made in connection therewithcost of reinstallation of trade fixtures, and Lessee cost of all leasehold improvements made by Tenant; and Landlord shall have no claim against Lessor for the value of any unexpired term of this Lease or otherwise; provided that Lessor shall have no claim not be entitled to any portion of such condemnation award, or to make a claim thereof. If the award that is specifically allocable Tenant does not elect to Lessee’s relocation expenses terminate this Lease pursuant to the provisions of this Paragraph 15, then if Tenant exercises the Option, the Option Price ($10,000,000) shall be reduced by the amount of the Unused Award. Notwithstanding the foregoing provisions of this Paragraph 15, if the whole or any part of the interruption Premises shall be taken by any public authority or utility under the power of or damage eminent domain prior to Lessee’s businessthe expiration of the Term, Tenant may exercise Tenant's option to purchase the Premises as provided in Paragraph 4 hereof and Tenant shall be entitled to receive the proceeds of all condemnation awards.

Eminent Domain. 15.1 If the entire Leased Premises shall be -------------- substantially taken (either temporarily or permanently) for public purposes, or in the event Landlord shall convey or lease the Real Property to any 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 thereof are taken of the Leased Premises shall be so taken, leased or condemned, and as a result of such partial taking, Tenant is reasonably able to use the exercise remainder of the power Leased Premises for the purposes intended hereunder, then this Lease shall not terminate but, effective as of eminent domainthe date of such taking, leasing or any transfer condemnation, the rent hereunder shall be abated in lieu thereofan amount thereof proportionate to the area of 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 purposes intended hereunder, then this Lease shall terminate as to if the part so taken as of the date the condemning authority takes title entire Leased Premises had been taken, leased or possession, whichever first occurs, and, in the case of a partial taking, either Lessor or Lessee shall have the right to terminate this Lease as to the balance 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 Lessee of 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 Lessee’s use of the balance of the Premises. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor shall have the right to terminate this Lease by written notice to Lessee within thirty (30) days of the date of the taking. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoing, this Lease shall remain in full force and effect as to the portion of the Premises remaining, except that the Rent and Additional Rent shall be reduced in the proportion that the floor area of the Premises taken bears to the total floor area of the Premises. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereofcondemned. In the event of any a taking, Lessor shall be entitled to any and all compensationleasing or condemnation as described in this Section, damageswhether or not there is a termination hereunder, income, rent, awards, or any interest therein whatsoever which may be paid or made in connection therewith, and Lessee Tenant shall have no claim against Lessor for Landlord, other than an adjustment of rent, to the value date of any unexpired term of this Lease taking, leasing or otherwise; provided that Lessor condemnation, and Tenant shall have no claim not be entitled to any portion of any amount that may be awarded as damages or paid as a result or in settlement of such proceedings or threat, but Tenant will have the award that is specifically allocable right to Lessee’s relocation expenses or pursue a separate claim against the interruption condemnation authority for its own loss of or damage to Lessee’s businessbusiness and moving expenses.

Eminent Domain. 15.1 If any part over fifteen percent (15%) of the Premises shall be taken or any portion thereof are taken as a result of the exercise of appropriated under the power of eminent domain, domain or any transfer conveyed in lieu thereof, this Lease shall terminate as to the part so taken as of the date the condemning authority takes title or possession, whichever first occurs, and, in the case of a partial taking, either Lessor or Lessee Tenant shall have the right to terminate this Lease as at its option. In such event, Landlord shall receive (and Tenant shall assign to Landlord upon demand from Landlord) any 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 part of sum paid by virtue of such proceedings, whether or not attributable to the balance value of the unexpired term of this Lease except that Tenant shall be entitled to petition the condemning authority for the following: (i) the then unamortized cost of any Alterations paid for by Tenant from its own funds (as opposed to any allowance, including the Tenant Allowance, provided by Landlord); (ii) the value of Tenant’s trade fixtures; (iii) Tenant’s relocation costs; and (iv) Tenant’s goodwill, loss of business and business interruption. If a part of the Premises by written notice shall be so taken or appropriated or conveyed and neither party hereto shall elect to terminate this Lease and the other within thirty (30) days after Premises have been damaged as a consequence of such datepartial taking or appropriation or conveyance, Landlord shall restore the Premises continuing under this Lease at Landlord’s cost and expense; provided, however, that a condition Landlord shall not be required to repair or restore any injury or damage to the exercise property of Tenant or to make any repairs or restoration of any Alterations installed on the Premises by Lessee or at the expense of such right Tenant. Thereafter, the Monthly Base Rent and Additional Charges to terminate be paid under this Lease for the remainder of the Term shall be proportionately reduced, 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 taking. Notwithstanding anything to the contrary contained in this Paragraph 21, if the temporary use or occupancy of any part of the Premises shall be taken or appropriated under power of eminent domain during the Term, this Lease shall be and remain unaffected by such extent taking or appropriation and nature as substantially Tenant shall continue to handicappay in full all Monthly Base Rent and Additional Charges payable hereunder by Tenant during the Term. In the event of any such temporary appropriation or taking, impede Tenant shall be entitled to receive that portion of any award which represents compensation for the use of or impair Lesseeoccupancy 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 one hundred and eighty (180) days and unreasonably interferes with Tenant’s use of the balance of Premises or the Premises. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domainCommon Area, whether or not the Premises are affected, Lessor then Tenant shall have the right to terminate the Lease. Landlord and Tenant understand and agree that the provisions of this Lease by written notice Paragraph 21 are intended to Lessee within thirty (30) days govern fully the rights and obligations of the date of the taking. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoing, this Lease shall remain in full force and effect as to the portion of the Premises remaining, except that the Rent and Additional Rent shall be reduced parties in the proportion that the floor area event of the Premises taken bears to the total floor area a Taking of all or any portion of the Premises. Common Areas taken shall be excluded from Accordingly, the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereof. In the event of parties each hereby waives any taking, Lessor shall be entitled right to any and all compensation, damages, income, rent, awards, or any interest therein whatsoever which may be paid or made in connection therewith, and Lessee shall have no claim against Lessor for the value of any unexpired term of terminate this Lease in whole or otherwise; provided that Lessor shall have no claim to any portion in part under Sections 1265.120 and 1265.130 of the award that is specifically allocable to Lessee’s relocation expenses California Code of Civil Procedure or the interruption of under any similar Law now or damage to Lessee’s businesshereafter in effect.

Eminent Domain. 15.1 If (a) In the Premises event of a taking in condemnation or any portion thereof are taken as a result by eminent domain of part or all of the exercise Property (the "TAKING"), then, except as provided to the contrary in subsection 11(b), the Tenancy shall arrange for Repairs to be made promptly to the affected parts of the power Property. The proceeds of eminent domain, or any transfer in lieu thereof, this Lease shall terminate as award payable to the part so taken as of the date the condemning authority takes title or possession, whichever first occurs, and, Tenancy in the case of connection with a partial taking, either Lessor or Lessee Taking shall have the right to terminate this Lease as be paid to the balance 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 Lessee of such right to terminate Insurance Trustee and shall be that disbursed by the portion of the Premises taken shall be of such extent and nature as substantially to handicap, impede or impair Lessee’s use of the balance of the Premises. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor shall have the right to terminate this Lease by written notice to Lessee within thirty (30) days of the date of the taking. If neither Lessor nor Lessee terminates this Lease Insurance Trustee in accordance with the foregoing, this Lease shall remain in full force and effect as to the portion of the Premises remaining, except that the Rent and Additional Rent shall be reduced in the proportion that the floor area of the Premises taken bears to the total floor area of the Premises. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereof. In the event of any taking, Lessor 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 Lessee shall have no claim against Lessor for the value of any unexpired term provisions of this Lease Section 11. If the Taking affects only a Future Unit, then (i) any settlement or otherwise; provided that Lessor shall have no claim to any portion adjustment of the award that shall be determined by the Future Unit Owner of the affected Future Unit; (ii) the net award shall be disbursed by the Insurance Trustee to the contractors engaged in making such Repairs to pay for the cost thereof as directed by the Future Unit Owner of the affected Future Unit in appropriate progress payments; and (iii) the cost of such Repairs in excess of such net award shall be paid by the Future Unit Owner of the affected Future Unit. If the Taking affects only the North Building, then (A) the adjustment of the award shall be determined by Green; (B) the net award shall be disbursed by the Insurance Trustee to the contractors engaged in making such Repairs to pay for the cost thereof as directed by Green in appropriate progress payments; and (C) the cost of such Repairs in excess of such net award shall be paid by Green. If the Taking affects both Buildings or those parts of the Property which would be General Common Elements or South Building Limited Common Elements upon Conversion, then: (w) the award shall be adjusted by mutual agreement of Upper and Green and allocated between the Buildings pro rata in proportion to the cost of Repairs to each Building; (x) the net award shall be disbursed by the Insurance Trustee to the contractors engaged in making such Repairs to pay for the cost thereof as directed by the Owners in appropriate progress payments; (y) the cost of Repairs to each Building in excess of such net award allocated to such Building shall be paid by the Owners as follows: (1) with respect to Repairs to a Future Unit, by the Future Unit Owner of such Future Units; (2) with respect to Repairs to those portions of the Property which will be South Building Limited Common Elements upon Conversion, by the Owners in equal shares; and (3) with respect to those portions of the Property which will be General Common Elements upon Conversion, pro rata in the same proportion as the Common Interests appurtenant to their respective Future Units as set forth on Schedule B of the Declaration bears to 100%. Any proceeds exceeding the cost of such Repairs shall be divided between the Owners in accordance with the Common Interests appurtenant to their respective Future Units basis to 100% and the portions of such net award as so divided shall be paid to each of the Owners after first paying any mortgagees of the Property and any other holders of liens against the Property out of each Owner's share, the amount of any unpaid liens for which such Owner is specifically allocable to Lessee’s relocation expenses or responsible, in the interruption order of or damage to Lessee’s businesstheir priority.

Eminent Domain. 15.1 If the Premises whole or any material portion thereof are taken as a result of the exercise of Building, or the power Premises shall be taken by condemnation or rights of eminent domain (the words “condemnation” and “eminent domain, or any transfer ” as used herein to include purchase in lieu thereof) hereinafter collectively referred to as “taking”, this Lease then Landlord and Tenant shall terminate as to the part so taken as of the date the condemning authority takes title or possession, whichever first occurs, and, in the case of a partial taking, either Lessor or Lessee shall each have the right to terminate this Lease as of the date of the vesting of title or as of the day possession shall be taken thereunder, whichever is earlier, by giving notice to the other of its election within sixty (60) days of such vesting of title or taking of possession. If neither party elects to so terminate this Lease, Landlord shall with due diligence restore the Premises and/or the Building to an architectural unit as nearly like its condition prior to such taking as shall be practical. If this Lease is not so terminated as hereinbefore provided, all of the provisions hereof shall continue in effect, but in case there shall be a reduction of the net rentable area of the Building by reason of such taking, Tenant’s Rent as set forth in Section IV, shall be equitably abated to the extent of the reduction of the net rentable area of the Premises from the time possession shall be taken for the balance of the Premises by written notice term of this Lease, or until the Building shall have been restored to its original size, whichever shall first occur. All damages awarded for any taking, whether for the whole or a part of the Premises, the Building, or otherwise, shall belong to and be the property of Landlord whether such damages shall be awarded as compensation for diminution in value to the other within thirty (30) days after such dateleasehold or to the fee or otherwise; provided, however, that a condition to the exercise by Lessee of such right to terminate Tenant shall be that the portion entitled to receive and retain any amounts which may be specifically awarded to it by reason of the Premises taken shall be loss of such extent its trade fixtures, improvements made after the date hereof at Tenant’s own expense and nature as substantially to handicap, impede or impair Lessee’s use of the balance of the Premisesfurniture. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor Tenant shall have the right to terminate this Lease by written notice to Lessee within thirty (30) days prosecute any claim for its relocation or moving expenses incurred as a result of the date of the such taking. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoing, this Lease shall remain in full force and effect as to the portion of the Premises remaining, except that the Rent and Additional Rent shall be reduced in the proportion that the floor area of the Premises taken bears to the total floor area of the Premises. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereof. In the event of any taking, Lessor 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 Lessee shall have no claim against Lessor for the value of any unexpired term of this Lease or otherwise; provided that Lessor shall have no claim to any portion of the award that is specifically allocable to Lessee’s relocation expenses or the interruption of or damage to Lessee’s business.

Eminent Domain. 15.1 If In the event that all or any substantial part of the Premises or any portion thereof the Building or the common areas at the Property necessary for use and operation of the Premises or Building are taken as a result of the exercise of the (other than for temporary use, hereafter described) by public authority under power of eminent domain, domain (or any transfer 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 shall terminate as to the part so taken as of the date the condemning authority takes title or possession, whichever first occurs, and, in the case of a partial taking, may be terminated at either Lessor or Lessee shall have the right to terminate this Lease as to the balance of the Premises by written notice to the other within party’s election thirty (30) days after such date; providednotice, howeverand Rent shall be apportioned as of the date of termination. If this Lease is not terminated as aforesaid, that a condition subject to the exercise by Lessee rights of such right to terminate mortgagees Landlord shall be that the portion within a reasonable time thereafter, diligently restore what may remain of the Premises (excluding any personal property of Tenant, Tenant Work or other items installed or paid for by Tenant that Tenant is permitted or may be required to remove upon expiration) to a tenantable condition for occupancy by Tenant for the Permitted Uses. In the event some portion of rentable floor area of the Premises is taken (other than for temporary use) and this Lease is not terminated, Base Rent shall be proportionally abated for the remainder of the Term. In the event of any taking of the Premises or any part thereof for temporary use, (i) this Lease shall be and remain unaffected thereby and rent shall not xxxxx, and (ii) Tenant shall be entitled to receive for itself such portion or portions of any award made for such use with respect to the period of the taking that is within the Term, provided that if such taking shall 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 such obligations. If in the last two years of the Term of this Lease, any Taking renders 50% or more of the Premises untenantable, and in either case restoration of the effects of such extent and nature as substantially to handicap, impede Taking cannot be repaired or impair Lesseerestored in Landlord’s use reasonable estimate within the lesser of one (1) year or one-half of the balance then-remaining Term from the date of the Premises. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domainsuch Taking, whether or not the Premises are affected, Lessor shall have the right to Tenant may upon thirty (30) days’ prior written notice terminate this Lease by written notice to Lessee provided that such termination election shall be null and void if Landlord completes such restoration within thirty (30) days of such notice or if Tenant exercises its right to extend the date Term pursuant to Section 3.03(a) of the takingthis Lease. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoingAny damages that are expressly awarded to Tenant on account of its relocation expenses, this Lease and specifically so designated, shall remain in full force and effect belong to Tenant. Except as to the portion of the Premises remaining, except that the Rent and Additional Rent shall be reduced provided in the proportion that the floor area preceding sentence of the Premises taken bears this paragraph, Landlord reserves to the total floor area itself, and Tenant releases and assigns to Landlord, all rights to damages accruing on account of the Premises. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto any taking or by reason thereof. In the event of any takingact of any public authority for which damages are payable, Lessor provided, however, that Tenant shall be entitled receive, subordinate to the repayment of any mortgage lender holding a mortgage on the Property out of any amount actually received by Landlord and all compensationpari passu with amounts payable to Landlord, damagesan amount equal to the unamortized Information redacted pursuant to a confidential treatment request. An unredacted version of this exhibit has been separately filed with the Commission. expense of the Excess Costs actually paid by Tenant under the Work Letter, incomeamortized on a straight line item over the initial Term of this Lease. Subject to its rights hereunder, rent, awards, or any interest therein whatsoever which Tenant agrees to execute such further instruments of assignment as may be paid or made in connection therewithreasonably requested by Landlord, and Lessee shall have no claim against Lessor for the value of to turn over to Landlord any unexpired term of this Lease damages that may be recovered in any proceeding or otherwise; provided that Lessor shall have no claim to any portion of the award that is specifically allocable to Lessee’s relocation expenses or the interruption of or damage to Lessee’s business.

Eminent Domain. 15.1 If Should the Premises or any portion thereof are taken as a result of the exercise of the power of eminent domainReal Property be taken, appropriated, or any transfer condemned for public purposes, or voluntarily transferred in lieu thereofof condemnation, in whole or in such substantial part as to render the Real Property unsuitable for Landlord’s purposes or the Premises unsuitable for Tenant’s purposes, the Term of this Lease shall terminate as to shall, at the part so taken as option of the date the condemning authority takes title or possession, whichever first occurs, and, Landlord in the case first instance and at the option of a partial takingTenant in the second instance, either Lessor or Lessee shall have the terminate when Tenant’s right to possession is terminated. If neither party exercises this option to terminate this Lease as to the balance 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 Lessee date of such right to terminate shall be that taking, or if the portion of the Premises or the Real Property is taken, appropriated, condemned, or voluntarily transferred in lieu of condemnation does not render the Real property unsuitable for Landlord’s purposes or the Premises unsuitable for Tenant’s purposes, then this Lease shall terminate only as to the part taken or conveyed on the date Tenant shall yield possession, and Landlord shall make such repairs and alterations as may be necessary to make the part not taken usable, and the Rent payable hereunder shall be of such extent and nature as substantially reduced in proportion to handicap, impede or impair Lessee’s use of the balance of the Premises. If any material part of the Building or Office Building Project shall be taken as a result Premises taken. All compensation awarded for such taking of the exercise fee and leasehold shall belong to and be the property of the power Landlord without any deduction therefrom for any present or future estate of eminent domainTenant and Tenant hereby assigns to Landlord all its right, whether or not the Premises are affectedtitle, Lessor and interest to any such award. However, Tenant shall have the right to terminate this Lease by written notice to Lessee within thirty (30) days of the date of the taking. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoing, this Lease shall remain in full force and effect as to the portion of the Premises remaining, except that the Rent and Additional Rent shall be reduced in the proportion that the floor area of the Premises taken bears to the total floor area of the Premises. Common Areas taken shall be excluded recover from the Common Areas usable by Lessee condemning authority, but not from Landlord, such compensation as may be awarded to Tenant on account of interruption of Tenant’s business, and no reduction for depreciation to and removal of Rent shall occur with respect thereto or by reason thereofTenant’s goods and trade fixtures. In the event of any taking, Lessor shall be entitled to Tenant hereby waives any and all compensation, damages, income, rent, awards, or any interest therein whatsoever which may be paid or made in connection therewith, and Lessee shall rights it might otherwise have no claim against Lessor for the value pursuant to California Code of any unexpired term of this Lease or otherwise; provided that Lessor shall have no claim to any portion of the award that is specifically allocable to Lessee’s relocation expenses or the interruption of or damage to Lessee’s business.Civil Procedure § 1265.130. 18 – COMMERICAL LEASE

Eminent Domain. 15.1 If more than thirty-five percent (35%) of the floor area of the Premises shall be taken or any portion thereof are taken as a result of the exercise of appropriated under the power of eminent domain, domain or any transfer conveyed in lieu thereof, this Lease shall terminate as to the part so taken as of the date the condemning authority takes title or possession, whichever first occurs, and, in the case of a partial taking, either Lessor or Lessee party shall have the right to terminate this Lease as to the balance 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 Lessee of 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 Lessee’s use of the balance of the Premisesat its option. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domainBuilding, whether or not the Premises are affectedincluded, Lessor or any part of the land on which the Building is located, or any interest in either of them, shall be taken or appropriated under the power of eminent domain or conveyed in lieu thereof, Landlord may terminate this Lease at its option. In either of such events, Landlord shall receive (and Tenant shall assign to Landlord upon demand from Landlord) any 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 part of any sum paid by virtue of such proceedings, whether or not attributable to the right value of the unexpired term of this Lease. If a part of the Premises shall be so taken or appropriated or conveyed and neither party hereto shall elect to terminate this Lease by written notice lease and the Premises have been damaged as a consequence of such partial taking or appropriation or conveyance, Landlord shall, to Lessee within thirty (30) days the extent of the date of net award received by Landlord, restore the taking. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoing, this Lease shall remain in full force and effect as to the portion remaining part of the Premises remainingat Landlord's cost and expense; provided, except however, that Landlord shall not be required to repair or restore any injury or damage to the Rent and Additional Rent property of Tenant or to make any repairs or restorations of any alterations, additions, fixtures, or improvements installed on the Premises by or at the expense of Tenant. Thereafter, the rent to be paid under this Lease for the remainder of its term shall be reduced in proportionately reduced, such reduction to be based upon the proportion that the ratio of floor area of the Premises taken bears to the total floor area of the Premises. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereof. In the event of any taking, Lessor 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 Lessee shall have no claim against Lessor for the value of any unexpired term of this Lease or otherwise; provided that Lessor shall have no claim to any portion of the award that is specifically allocable to Lessee’s relocation expenses or the interruption of or damage to Lessee’s business.

Eminent Domain. 15.1 If In case the Premises or any portion thereof are taken as a result whole of the exercise of demised promises shall be taken by any public authority under the power of eminent domaindomain or conveyed by LANDLORD under the threat of such taking, or any transfer in lieu thereof, the term of this Lease lease shall terminate as to the part so taken as of cease form the date the condemning authority takes title possession of said premises is required for the public purpose for which the same is taken or possession, whichever first occurs, and, in the conveyed. In case of a partial taking, either Lessor or Lessee shall have the right to terminate this Lease as to the balance 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 Lessee of 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 Lessee’s use of the balance of the Premises. If any material part of the Building or Office Building Project demised premises shall be taken as a result of the exercise of by any public authority under the power of eminent domain, whether domain or conveyed by LANDLORD under the threat of such taking and such taking is not such as to destroy the Premises are affected, Lessor shall have the right to terminate this Lease by written notice to Lessee within thirty (30) days usefulness of the date demised premises for the operation of the taking. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoingTENANT's business thereon, this Lease lease shall remain in full force and effect and there shall be no reduction or abatement of rental. If, however, a partial taking does destroy the usefulness of the demised premises for the purpose of operation of TENANT's business thereon, TENANT shall have the right, exercisable by the giving of notice to LANDLORD within ten (10) days after TENANT has been notified of such taking or conveyance, either to terminate this lease or to continue in the remainder of the demised premises under and pursuant to the term sand provisions of this lease. If TENANT elects to continue in possession, there shall be no reduction in or abatement of rental. If under such circumstances TENANT elects to terminate this lease and if at the time of the condemnation (or conveyance in lieu thereof) the premises were subject to a mortgage indebtedness, TENANT shall pay to the mortgagee the excess, if any, of the mortgage indebtedness over the amount of the condemnation award or settlement paid to LANDLORD. For the purposes hereof the condemnation (or conveyance under threat thereof) of land along the south side of the demised premises for purposes of widening of Xxxxx Road shall not be cause for termination of this lease so long as TENANT is not deprived of access to the demised premises. In case of a complete termination of this lease under the circumstances provided in this Article, the portion of the Premises remaining, except that the Rent and Additional Rent any prepaid payments by LANDLORD TO TENANT or by TENANT to LANDLORD which is referable to a period of time subsequent to such termination shall be reduced in the proportion refunded. LANDLORD agrees that the floor area he will promptly furnish to TENANT copies of any notices served upon LANDLORD by any public authority notifying LANDLORD of any proposed condemnation of any part of the Premises taken bears to the total floor area of the Premises. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereof. In the event of any taking, Lessor 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 Lessee shall have no claim against Lessor for the value of any unexpired term of this Lease or otherwise; provided that Lessor shall have no claim to any portion of the award that is specifically allocable to Lessee’s relocation expenses or the interruption of or damage to Lessee’s businessdemised premises.

Eminent Domain. 15.1 If In the Premises event that all or any portion thereof are taken as a result substantial part of the exercise Premises, meaning more than 50% of the floor area, is taken (other than for temporary use, hereafter described) by public authority under power of eminent domain, domain (or any transfer 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 30 days after such notice, and rent shall terminate as to the part so taken be apportioned as of the date the condemning authority takes title or possession, whichever first occurs, and, in the case of a partial taking, either Lessor or Lessee shall have the right to terminate termination. If this Lease is not terminated as aforesaid, subject to the balance rights of mortgagees Landlord shall within a reasonable time thereafter, diligently restore what may remain of the Premises (excluding any items installed or paid for by written notice Tenant which Tenant is permitted or may be required to remove upon expiration) to a tenantable condition. In the other within thirty (30) days after such date; provided, however, that a condition to the exercise by Lessee of such right to terminate shall be that the event some portion of the Premises rentable floor area is taken shall be of such extent (other than for temporary use) and nature as substantially to handicap, impede or impair Lessee’s use of the balance of the Premises. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor shall have the right to terminate this Lease by written notice to Lessee within thirty (30) days of the date of the taking. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoingis not terminated, this Lease shall remain in full force and effect as to the portion of the Premises remaining, except that the Rent and Additional Base Rent shall be reduced in proportionally abated for the proportion that the floor area remainder of the Premises taken bears to the total floor area of the Premises. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereofTerm. In the event of any takingtaking of the Premises or any part thereof for temporary use, Lessor (i) this Lease shall be and remain unaffected thereby and rent shall not xxxxx, and (ii) Tenant shall be entitled to any and all compensation, damages, income, rent, awards, receive for itself such portion or any interest therein whatsoever which may be paid or made in connection therewith, and Lessee shall have no claim against Lessor for the value portions of any unexpired term award made for such use with respect to the period of the taking which is within the Term, provided that if such taking shall 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 such obligations. So long as Tenant is not then in breach of this Lease beyond any applicable notice and cure period, any specific damages which are expressly awarded to Tenant on account of its relocation expenses and specifically so designated shall belong to Tenant. Except as provided in the preceding sentences 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. Tenant agrees to execute such further instruments of assignment as may be reasonably requested by Landlord, and to turn over to Landlord any damages that may be recovered in any proceeding or otherwise; provided that Lessor and Tenant irrevocably appoints Landlord as its attorney-in-fact with full power of substitution so to execute and deliver in Tenant’s name, place and stead all such further instruments if Tenant shall have no claim fail to any portion of the award that is specifically allocable to Lessee’s relocation expenses or the interruption of or damage to Lessee’s businessdo so after 10 days notice.

Eminent Domain. 15.1 If the Premises Building, or any portion a substantial part thereof are taken as or a result substantial part of the exercise of the power of eminent domainPREMISES, shall be lawfully taken or any transfer 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 terminate as 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 part so taken entire property of LANDLORD in which TENANT shall not be entitled to share. TENANT further waives any right to challenge the right of condemning authority to proceed with such taking. Current rent shall be apportioned as of the date of such termination. If any part of the condemning 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 takes title and such taking or possessionchange of grade makes it necessary or desirable to substantially remodel or restore the Building, whichever first occurs, and, in the case of a partial taking, either Lessor or Lessee LANDLORD shall have the right to terminate cancel this Lease as upon not less than ninety (90) days notice prior to the balance date of cancellation designated in the Premises notice. No money or other consideration shall be payable by written notice LANDLORD to TENANT for the other within thirty (30) days after such date; providedright of cancellation, however, that a condition to the exercise by Lessee of such and TENANT shall have no right to terminate shall be that the portion share in any condemnation award or in any judgment for damages or in any proceeds of the Premises taken shall be any sale made under any threat of such extent and nature as substantially to handicap, impede condemnation or impair Lessee’s use of the balance of the Premisestaking. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor TENANT shall have the right to terminate this Lease by written notice to Lessee within thirty (30) days separately pursue its own award for relocation expenses and loss of the date of the taking. If neither Lessor nor Lessee terminates this Lease trade fixtures in accordance with the foregoing, this Lease shall remain in full force and effect as to the portion of the Premises remaining, except that the Rent and Additional Rent shall be reduced in the proportion that the floor area of the Premises taken bears to the total floor area of the Premises. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereof. In the event of any taking, Lessor 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 Lessee shall have no claim against Lessor for the value of any unexpired term of this Lease or otherwise; provided that Lessor shall have no claim to any portion of the award that is specifically allocable to Lessee’s relocation expenses or the interruption of or damage to Lessee’s businesssuch condemnation proceedings.

Eminent Domain. 15.1 If the Premises whole or any portion thereof are taken as a result substantial part of the exercise of Premises hereby leased shall be taken by any paramount public authority under the power of eminent domain, or any transfer in lieu thereof, then the term of this Lease shall terminate cease as to the part so taken as taken, from the day the possession of that part shall be required for any public purpose, and the date the condemning authority takes title or possessionrent shall be paid up to that day, whichever first occurs, and, in the case of a partial taking, either Lessor or Lessee and from that day Tenant shall have the right either to terminate cancel this Lease as and declare the same null and void or to continue in the balance possession of the Premises by written notice to remainder of the other within thirty (30) days after same under the terms herein provided, except that the rent shall be reduced as provided below. All damages awarded for such date; taking shall be equitably divided between Owner and Tenant, provided, however, that a condition Owner shall not be entitled to any award made for the taking of any installations or improvements on the Premises belonging to Tenant. Owner shall be entitled to all condemnation awards made for the taking of any fee interest in the land. Tenant shall be entitled to pursue against the paramount public authority seeking condemnation, any claim for an award made on account of any interest, loss or expense of Tenant, including the value of this Lease, Tenant’s moving expenses and the value of any improvements made to the exercise Premises at Tenant’s expense and which are not reasonably capable of being relocated by Lessee of 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 Lessee’s use of the balance of the Premises. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor shall have the right to terminate this Lease by written notice to Lessee within thirty (30) days of the date of the taking. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoing, this Lease shall remain in full force and effect as to the portion of the Premises remaining, except that the Rent and Additional Rent shall be reduced in the proportion that the floor area of the Premises taken bears to the total floor area of the Premises. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereofTenant. In the event of any takingthe rent is to be reduced as herein above provided, Lessor the rent shall be entitled reduced by an amount which bears the same proportion to any and all compensation, damages, income, rent, awards, or any interest therein whatsoever which may be paid or made in connection therewith, and Lessee shall have no claim against Lessor for the net annual rent immediately prior to the partial taking as the rental value of any unexpired term of this Lease or otherwise; provided that Lessor shall have no claim to any portion the part of the award that demised premises so taken shall bear to the rental value of the whole demised premises immediately prior to such taking. If the parties shall not agree on the amount of such rent reduction, it shall be determined by an appraiser selected and paid by the Owner. If Tenant is specifically allocable to Lesseedissatisfied with the appraisal made by said appraiser, then upon Tenant’s relocation expenses request, the amount of such rental reduction shall be determined by a board of three appraisers, each of whom shall be a member of either the Society of Industrial Realtors or the interruption Washington/British Columbia Chapter of the American Institute of Real Estate Appraisers and shall be experienced in the valuation of the type of premises subject to this Lease. Each party shall select one of these appraisers and those two shall select the third appraiser. The successful party in such proceeding shall pay the compensation of the third appraiser. A decision of a majority of the board of appraisers shall be the decision of the board of appraisers and shall be binding on each or damage to Lessee’s businessthe parties hereto.

Eminent Domain. 15.1 If the Premises or any portion thereof are taken as a result whole of the exercise of Premises shall be taken by any public authority under the power of eminent domain, or any transfer in lieu thereof, then at the time of taking the term of this Lease shall terminate as cease, and the Minimum Base Rent, and all additional rent due shall be paid up to the that day. If any part so taken as of the date the condemning authority takes title or possession, whichever first occurs, and, in the case of a partial taking, either Lessor or Lessee shall have the right to terminate this Lease as to the balance 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 Lessee of such right to terminate shall be taken, and such partial taking shall render that portion not taken unsuitable for the portion business of Tenant, as reasonably determined by Tenant, then the Premises taken shall be term of such extent and nature as substantially to handicap, impede or impair Lessee’s use of the balance of the Premises. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor shall have the right to terminate this Lease by written notice to Lessee within thirty (30) days of the date of the taking. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoing, this Lease shall remain in full force cease and effect as the rent due shall be paid up to the portion of that date. If such partial taking is not extensive enough to render the Premises remainingunsuitable for the business of Tenant, then this Lease shall continue in effect except that the Rent and Additional Minimum Base Rent shall be reduced in the same proportion that the floor area of the Premises taken bears to the total original floor area demised. If this Lease is not terminated pursuant to this Article 15, Landlord shall, within one hundred eighty (180) days after receipt of the condemnation award, make all necessary repairs or alterations to the Premises in which the Premises are located so as to constitute the portion of the Premises not taken a complete architectural unit; provided, however that such work shall not exceed the scope of the work to be done by Landlord in originally constructing said building (unless otherwise required by then-applicable governmental regulations or laws) and Landlord shall not be required to spend for such work an amount in excess of the amount received by Landlord as damages for the part of the Premises so taken. "Amount received by Lxxxxxxx" shall mean that part of the condemnation award, which is free and clear to Landlord of any collection of mortgages for the value of the diminished fee. If more than twenty percent (20%) of the floor area of the building in which the Premises are located, or more than twenty percent (20%) of the Premises. Common Areas taken ’ parking, shall be excluded from taken, either party may terminate this Lease upon thirty (30) days' written notice to the Common Areas usable by Lessee and no reduction of Rent other. All damages awarded for such taking shall occur with respect thereto or by reason thereof. In the event of any taking, Lessor belong to Landlord whether such damages shall be awarded as compensation for diminution in value to the leasehold or to the fee of the Premises; provided, however, that Landlord shall not 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 Lessee shall have no claim against Lessor for the value of any unexpired term of this Lease or otherwise; provided that Lessor shall have no claim to any portion of the award that is specifically allocable made to Lessee’s relocation expenses Tenant for cost of removal of stock and fixtures. Tenant shall be free, in its sole and absolute discretion, to interplead and seek damages or award for business damages as a result of the interruption of or damage to Lessee’s businesscondemnation.

Eminent Domain. 15.1 If the Premises entire Building or a substantial part thereof or any portion part thereof are taken as which includes all or a result substantial part of the exercise of the power of eminent domainPremises, shall be taken or condemned by any transfer in lieu thereof, this Lease shall terminate as to the part so taken as of the date the condemning competent authority takes title for any public or possession, whichever first occurs, and, in the case of quasi-public use or purpose (a partial taking"Taking"), either Lessor Landlord or Lessee shall have the right to Tenant may terminate this Lease as to the balance of the Premises by giving written notice to the other within thirty (30) days after such date; provided, however, that a condition to the exercise by Lessee of 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 Lessee’s use of the balance of the Premises. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor shall have the right to terminate this Lease by written notice to Lessee party within thirty (30) days of the Taking. Such termination shall be effective on the earlier of the date when the possession of the part so taken shall be required for such use or purpose or the effective date of the taking, and without apportionment of the award to or for the benefit of Tenant. If neither Lessor nor Lessee terminates this Lease in accordance is not terminated by Landlord or Tenant after any such taking or condemnation, Landlord shall proceed with reasonable diligence and to the foregoingextent of condemnation proceeds received by Landlord to repair, this Lease alter and restore the remaining part of the Building and Premises to substantially their former condition, due allowance being made for the impact of such taking or condemnation. In such case, all Rent shall remain in full force and effect as be diminished from the date of such taking by an amount representing the part of the Rent properly allocated to the portion of the Premises remaining, except which are unusable by Tenant. In the case that the Rent and Additional Rent shall be reduced in the proportion that the floor area all of the Premises taken bears are taken, Tenant's Rent shall xxxxx from the date of the Taking to the total floor area date of termination or the Premises. Common Areas taken shall be excluded from date the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereofPremises are restored to their former condition. In the event of any takinga temporary taking (defined to mean thirty (30) days or less) of the Premises and/or Building, Lessor Landlord (at its expense) will restore the Premises and/or Building to its former condition, and a proportionate allowance shall be entitled made to any and all compensation, damages, income, rent, awards, or any interest therein whatsoever which may be paid or made in connection therewithTenant for the Rent corresponding to the time during which, and Lessee to the part of which, the Premises are untenantable. Tenant shall have no right to claim against Lessor or share in any condemnation award, whether for a total or partial taking, for loss of Tenant's leasehold or other loss or expenses; provided, however, Tenant may prosecute a separate claim for Tenant's relocation costs, loss of fixtures and business losses, but only to the value of extent that any unexpired term of this Lease or otherwise; provided that Lessor award made pursuant to such claim shall have no claim to any portion of the award that is specifically allocable to Lessee’s relocation expenses or the interruption of or damage to Lessee’s businessnot diminish Landlord's award.

Eminent Domain. 15.1 If the whole of the Premises or any portion thereof are the Property ----------- -------------- shall be taken as a result of the exercise of the power by condemnation or rights of eminent domain (the words "condemnation" and "eminent domain, or any transfer " as used herein to include purchase in lieu thereof; hereinafter collectively referred to as a "taking"), this Lease then the term hereof shall terminate as to the part so taken cease as of the date of the condemning authority takes vesting of title or possessionas of the day possession shall be taken thereunder, whichever first occursis earlier. If twenty-five percent (25%) or more of parking spaces on the Property or any portion of the Premises shall be taken, and, and such taking materially impacts the ability of Tenant to operate in the case of a partial taking, either Lessor or Lessee Premises Tenant shall have the right to terminate this Lease as to Lease. If more than 25% of the balance rentable area of the Premises is taken, Landlord shall be entitled to terminate this Lease. Landlord or Tenant shall exercise any right to terminate this Lease under the provisions of this paragraph by written notice to the other within thirty (30) 30 days after the date when such taking shall be effective, and any such termination shall be effective as of such date; provided, however, that a condition to the exercise by Lessee of such right . If neither Landlord nor Tenant elect so to terminate this Lease, Landlord shall with due diligence restore the Premises and/or the Property to an architectural unit as nearly like its condition prior to such taking as shall be that practical, and all of the portion provisions hereof shall continue in effect, but, in case there shall be a reduction of the floor area of the Premises taken shall be by reason of such extent and nature as substantially to handicaptaking, impede or impair Lessee’s use of the balance of the Premises. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor shall have the right to terminate this Lease by written notice to Lessee within thirty (30) days of the date of the taking. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoing, this Lease shall remain in full force and effect as to the portion of the Premises remaining, except that the Rent and Additional Rent shall be reduced in equitably abated to the proportion that extent of the reduction of the floor area of the Premises from the time possession shall be taken bears for the balance of the term of this Lease. During the restoration work to be done by Landlord, if any, a just proportion of the Rent and Additional Rent herein reserved shall be suspended or abated according to the total floor area of extent that Tenant may be reasonably required to discontinue its business in the Premises. Common Areas taken Premises until the work shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereofcompleted. In the event of restoration, Landlord's obligation to restore shall be to the extent of the damages awarded for the taking and released to Landlord (net of any amounts required to be paid to Landlord's mortgagee). Landlord's obligations shall be subject to zoning and building laws then applicable to the Premises. Tenant shall repair or restore all trade fixtures or equipment installed by Tenant. All damages awarded for any taking, Lessor whether for the whole or a part of the Premises or the balance of the Property, or otherwise, shall belong to and be the property of Landlord whether such damages shall be awarded as compensation for diminution in value to the leasehold or to any fee or otherwise; provided, however, that Tenant shall be entitled to receive and retain any and all compensation, damages, income, rent, awards, or any interest therein whatsoever amounts which may be paid specifically awarded to it by reason of the loss of its trade fixtures, equipment, furniture or made in connection therewith, personal property and Lessee any interruption of Tenant's business. Tenant shall have no the right to prosecute any claim against Lessor for the value of any unexpired term of this Lease its relocation or otherwise; provided that Lessor shall have no claim to any portion of the award that is specifically allocable to Lessee’s relocation expenses or the interruption of or damage to Lessee’s businessmoving expenses.

Eminent Domain. 15.1 If 10.01 In the Premises or any portion thereof event the entire leased premises are taken as a result of the exercise of the power for any public or quasi public use, under any Statute or by right of eminent domain, or if any transfer part of the leased premises are taken and the part not taken is insufficient for the reasonable operation of lessee's business, then in lieu thereof, either of such events this Lease shall terminate as on the date when possession is required for the public use, and all rents, taxes and other charges shall be prorated and paid to such date. In the event only part of the leased premises and/or buildings thereon are so taken and the part not so taken as of the date the condemning authority takes title or possession, whichever first occurs, and, in the case of a partial taking, either Lessor or Lessee shall have the right to terminate this Lease as to the balance 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 Lessee of such right to terminate shall be that the portion of the Premises taken shall be sufficient in Lessee's judgment for the reasonable operation of such extent and nature as substantially to handicap, impede or impair Lessee’s use of the balance of the Premises. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor shall have the right to terminate this Lease by written notice to Lessee within thirty (30) days of the date of the taking. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoing's business, this Lease shall remain unaffected except that (a) Lessee shall be entitled to a pro rata reduction in full force and effect as the rent to be paid hereunder, based on the proportion which the rental value of the portion of the Premises remaining, except that the Rent and Additional Rent shall be reduced in the proportion that the floor area of the Premises leased premises so taken bears to the total floor area rental value of the Premises. Common Areas entire leased premises originally demised, and (b) Lessor shall promptly after such taking and at Lessor's own cost and expense, restore that part of the building not so taken shall be excluded from to as near its former condition as the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereofcircumstances will permit. In the event case of any such taking, Lessor shall whether of all or any part of the leased premises and regardless of whether this Lease survives, Lessee shall, however, be entitled to any claim, prove and all compensationreceive in such condemnation proceedings, damages, income, rent, awards, or any interest therein whatsoever which such award as may be paid allowed for damages based on ownership of leasehold improvements, loss or made in connection therewithbusiness, and Lessee shall have no claim against Lessor for the value of any unexpired term of this Lease or otherwise; provided that Lessor shall have no claim to any portion of the award that is specifically allocable to Lessee’s money, expenses, business relocation expenses or and other damages available under the interruption of or damage to Lessee’s businessapplicable law.

Eminent Domain. 15.1 If the Premises Building shall be taken under the power of eminent domain, or any portion thereof are taken as a result sold by Lessor under the threat of the exercise of the power of eminent domain, or any transfer in lieu thereof, this the Lease shall automatically terminate as to the part so taken as of the date the condemning authority takes title title. If twenty-five percent (25%) or possessionmore of the total square footage of the Building or the Premises shall be taken under the power of eminent domain, whichever first occursLessor shall have the right to terminate the Lease upon thirty (30) days' prior written notice to Lessee. If fifty percent (50%) or more of the total square footage of the Premises shall be taken under the power of eminent domain, and, in the case of a partial taking, either Lessor or Lessee shall have the right to terminate this the Lease as to the balance of the Premises by upon thirty (30) days' prior written notice to Lessor. Lessor and Lessee shall be required to exercise their respective rights to terminate the other Lease within thirty (30) days after of the taking which shall give rise to such date; providedright. In the event the Lease is not terminated due to any taking under the power of eminent domain, howeverthe Lease shall remain in full force and effect, provided the Base Rent shall be reduced in the proportion that a condition the rentable area taken within the Premises bears to the exercise by Lessee of 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 Lessee’s use of the balance total rentable area of the Premises. If All awards for the taking of any material part of the Building Premises or Office Building Project shall be taken as a result payment made under the threat of the exercise of the power of eminent domain, including but not limited to any award for Lessee's leasehold interest, shall be the property of Lessor, whether made as Compensation for the taking of the fee or not the Premises are affected, Lessor severance damages. Lessee shall have the right to terminate this Lease claim and recover from the condemning authority, but not from the Lessor nor in diminution of any award due Lessor, such compensation as may be separately awarded or recoverable by written notice to Lessee within thirty (30) days in Lessee's own right on account of the date taking of any or all of Lessee's leasehold improvements, furniture, fixtures and equipment; and for or on account of any cost or loss to which the Lessee be put in removing Lessee's merchandise, furniture, fixtures and equipment, and in locating suitable substitute premises, or in the event of a partial taking. If neither Lessor nor Lessee terminates this Lease , in accordance with modifying the foregoing, this Lease shall remain in full force and effect as to the remaining portion of the Premises remaining, except that the Rent and Additional Rent shall be reduced in the proportion that the floor area of the Premises taken bears to the total floor area of the Premises. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereof. In the event of any taking, Lessor 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 Lessee shall have no claim against Lessor for the value of any unexpired term of this Lease or otherwise; provided that Lessor shall have no claim to any portion of the award that is specifically allocable to Lessee’s relocation expenses or the interruption of or damage to Lessee’s businessits usage.

Eminent Domain. 15.1 If the Premises or any portion thereof are taken as a result whole of the exercise of Premises, the Building or the Project shall be taken under the power of eminent domain, or any transfer in lieu thereofsold to prevent the exercise thereof (collectively, a “Taking”), this Lease shall automatically terminate as to the part so taken as of the date of such Taking. If a Taking of a portion of the condemning authority takes title Project, the Building or possession, whichever first occurs, andthe Premises shall, in the case reasonable opinion of a partial takingLandlord, either Lessor or Lessee shall have the right to substantially interfere with Landlord’s operation thereof, Landlord may terminate this Lease as to the balance of the Premises by written notice to the other within upon thirty (30) days after written notice to Tenant given at any time within sixty (60) days following the date of such date; providedTaking. For purposes of this Lease, howeverthe date of Taking shall be the earlier of the date of transfer of title resulting from such Taking or the date of transfer of possession resulting from such Taking. If a portion of the Premises is so taken and this Lease is not terminated, that a condition Landlord shall, to the exercise 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 Lessee of 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 right to terminate case, the Base Rent shall be that reduced proportionately based on the portion of the Premises taken shall be of such extent and nature as substantially to handicap, impede so taken. If all or impair Lessee’s use any portion of the balance Premises is the subject of the Premises. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor shall have the right to terminate this Lease by written notice to Lessee within thirty (30) days of the date of the taking. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoingtemporary Taking, this Lease shall remain in full force and effect as 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 portion of the Premises remaining, except that the Rent and Additional Rent shall be reduced in the proportion that the floor area of the Premises taken bears to the total floor area temporary Taking of the Premises. Common Areas taken Except as provided herein, Tenant shall be excluded from the Common Areas usable by Lessee not assert any claim against Landlord for, and no reduction of Rent shall occur hereby assigns to Landlord, any compensation in connection with respect thereto or by reason thereof. In the event of any takingsuch Taking, Lessor and Landlord shall be entitled to receive the entire amount of any and all compensationaward therefor, damages, income, rent, awardswithout 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 interest therein whatsoever which may be paid or made in connection therewith, and Lessee shall have no claim award against Lessor the condemning authority for the value Taking of any unexpired term 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 which this Lease or otherwise; provided that Lessor shall have no claim to any portion may terminate in the event of a Taking. Accordingly, the parties waive the provisions of the award that is specifically allocable California Code of Civil Procedure Section 1265.130 and any successor or similar statutes permitting the parties to Lessee’s relocation expenses or the interruption terminate this Lease as a result of or damage to Lessee’s businessa Taking.

Eminent Domain. 15.1 If the Premises whole or any portion thereof are taken as a result part of the exercise of the power of eminent domain, Demised Premises shall be taken by lawful authority for any public or any transfer in lieu thereof, a quasi-public use or purpose this Lease shall terminate shall, as to the part so taken as of taken, terminate on the date title shall be acquired, and the condemning authority takes title or possession, whichever first occurs, and, rent reserved shall abate fairly and in proportion to txx xxrt so taken and shall entirely abate if the case entire Demised Premixxx xs taken. In all cases of a partial taking, either Lessor or Lessee shall have taking of the right to terminate this Lease as Demised Premises (except for a minor street widening not injurious to the balance use of the Demised Premises by Tenant) Tenant may, at its election, by delivering written notice to the other within thirty (30) days after such date; providedeffect to Landlord, however, that a condition to the exercise by Lessee of 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 Lessee’s use of the balance of the Premises. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor shall have the right to terminate this Lease by written notice to Lessee within thirty (30) days and vacate the Demised Premises, and in that event, the liability of Tenant for performance of the date Lease shall terminate and come to an end and all rents shall abate. Any award or compensation xxxxn in connection with the taking of the taking. If neither Lessor nor Lessee terminates this Lease land or building shall be allocated between Landlord and Tenant fairly and equitably and without giving preference to either party, taking into consideration the respective interests of the parties in the real property comprising the Demised Premises and the Leasehold Improvements, the portion or portions of the property taken, the utility of any remaining premises and the income of the parties therefrom, the extent of abatement of the rent, the period Tenant may continue in possession after the taking and the terms and circumstances of such occupancy, the extent Landlord is deprived of income, the remainder of the term of the Lease, the value of Landlord's reversionary interest, the value or Tenant's leasehold interest, the value of the land taken, the depreciated cost of the Leasehold Improvements and all other relevant matters; which determination shall be made, if the parties cannot agree, by and in accordance with the foregoing, this Lease shall remain in full force and effect as to the portion procedures of the Premises remaining, except that American Arbitration Association upon application by either party. Any amount due upon any mortgage on the Rent and Additional Rent property shall be reduced charged against and paid out of the share of Landlord in the proportion that award. Notwithstanding the floor area aforesaid, any award for the taking of the Premises taken bears personal property and fixtures of Tenant and any award for the cost of moving and moving expenses, shall belong to the total floor area of the Premises. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereof. In the event of any taking, Lessor 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 Lessee shall have no claim against Lessor for the value of any unexpired term of this Lease or otherwise; provided that Lessor shall have no claim exclusively to any portion of the award that is specifically allocable to Lessee’s relocation expenses or the interruption of or damage to Lessee’s businessTenant.

Eminent Domain. 15.1 If the Premises or any portion thereof are taken as a result substantial part of the exercise Building, or a substantial part of the power of eminent domaindemised premises, shall be lawfully taken or condemned for any public or quasi-public use or purpose, or any transfer in lieu thereofconveyed under threat of such condemnation, the term of this Lease shall terminate as 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 the part so taken Landlord Tenant's interest in such award, if any. Current rent shall be apportioned as of the date of such termination. If any part of the condemning Building shall be so taken or condemned, or if the grade of any street or alley adjacent to the Building is changed by any competent authority takes title and such taking or possessionchange of grade makes it necessary or desirable to demolish, whichever first occurssubstantially remodel, andor restore the Building, in the case of a partial taking, either Lessor or Lessee Landlord shall have the right to terminate cancel this Lease as to the balance of the Premises by written notice to the other within upon not less than thirty (30) days after such date; provided, however, that a condition days' notice prior to the exercise date of cancellation designated in the notice. No money or other consideration shall be payable by Lessee the Landlord to the Tenant for the right of such cancellation, and the Tenant shall have no right to terminate shall be that share in the condemnation award or in any judgment for damages caused by the change of grade. If any insubstantial portion of the Premises taken premises shall be lawfully taken or condemned or conveyed under threat of such extent condemnation so that the premises can be used by Tenant for the purposes set forth in Section 6, and nature as substantially to handicapthis Lease is not terminated by Landlord, impede or impair Lessee’s use of Landlord shall repair the balance of premises, and the Premises. If any material part of the Building or Office Building Project Lease shall be taken as a result of amended to reduce the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor shall have the right to terminate this Lease by written notice to Lessee within thirty (30) days of the date of the taking. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoing, this Lease shall remain in full force Tenant's Proportion and effect as to the portion of the Premises remaining, except that the Base Rent and Additional Rent shall be reduced in the proportion that the floor area of the Premises taken bears to the total floor area amount taken. No temporary taking of the Premisespremises and/or Tenant's rights therein shall terminate this Lease. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or Any award made by reason thereof. In the event of any taking, Lessor such temporary taking shall belong entirely to Landlord and Tenant shall not 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 Lessee shall have no claim against Lessor for the value of any unexpired term of this Lease or otherwise; provided that Lessor shall have no claim to any portion of the award that is specifically allocable to Lessee’s relocation expenses or the interruption of or damage to Lessee’s businessshare therein.

Eminent Domain. 15.1 If the whole of the Premises or any portion the Project or so much thereof are as to render the balance unusable by Tenant shall be taken as a result of the exercise of the under power of eminent domain, or any transfer is sold, transferred or conveyed in lieu thereof, this Lease shall automatically terminate as to the part so taken as of the date of such condemnation, or as of the date possession is taken by the condemning authority takes title authority, at Landlord's option. No award for any partial or possessionentire taking shall be apportioned, whichever first occursand Tenant hereby assigns to Landlord any award which may be made in such taking or condemnation, and, together with any and all rights of Tenant now or hereafter arising in the case of a partial taking, either Lessor or Lessee shall have the right to terminate this Lease as to the balance of the Premises by written notice to the other within thirty (30) days after such date; same or any part thereof, provided, however, that nothing contained herein shall be deemed to give Landlord any interest in or to require Tenant to assign to Landlord any award made to Tenant for the taking of personal property and trade mixtures belonging to Tenant and removable by Tenant at the expiration of the Term hereof as provided hereunder or for the interruption of, or damage to, Tenant's business or the cost incurred or estimated to be incurred by Tenant for the relocation of its business to new facilities. In the event of a condition partial taking described in this Article 18, or a sale, transfer or conveyance in lieu thereof, which does not result in a termination of this Lease, the rent shall be apportioned according to the exercise by Lessee of such right to terminate shall be ratio that the portion part of the Premises taken shall be of such extent and nature as substantially remaining useable by Tenant bears to handicap, impede or impair Lessee’s use of the balance total area of the Premises. If Notwithstanding anything in this Article 18, if the Premises. or any material part portion thereof, or any portion of the Building Project necessary for Tenant's access to, or Office Building Project shall be use and occupancy of, the Premises, are taken as a result within the last year of the exercise of the power of eminent domainTerm, whether or not the Premises are affected, Lessor shall then Tenant will have the right to terminate this Lease by written notice to Lessee Landlord within thirty (30) days of after the effective date of the taking, in which case such termination will be effective on the date specified in Tenant's notice to Landlord. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoing, this Lease shall remain in full force and effect as to the portion of the Premises remaining, except that the Rent and Additional Rent shall be reduced in the proportion that the floor area of the Premises taken bears to the total floor area of the Premises. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereof. In the event of any taking, Lessor shall be entitled to Tenant hereby waives any and all compensation, damages, income, rent, awards, or any interest therein whatsoever which may be paid or made in connection therewith, and Lessee shall rights it might otherwise have no claim against Lessor for the value of any unexpired term of this Lease or otherwise; provided that Lessor shall have no claim pursuant to any portion Section 1265.130 of the award that is specifically allocable to Lessee’s relocation expenses or the interruption California Code of or damage to Lessee’s businessCivil Procedure.

Eminent Domain. 15.1 If If, at any time during the term of this -------------- Lease Agreement, title to a substantial portion of the Premises or any (meaning thereby so much as shall render the remaining portion thereof are sub stantially unusable by the Tenant for the purposes set forth in Section 5) shall be taken as a result of the by exercise of the power of right to condemnation or eminent domain, domain or any transfer in lieu thereofby agreement between Landlord and those authorized to exercise such right (all such proceedings being collectively referred to as a "Taking"), this Lease shall terminate as and expire on the date of such Taking and rent shall be apportioned and paid to the part so taken date of such Taking. Except as expressly set forth below, any award for the value of the date the condemning authority takes title or possessionPremises, whichever first occursland, andbuildings and improvements, and loss of rent from Tenant, shall belong to Landlord, and Tenant shall not be entitled to share in the case of a partial taking, either Lessor or Lessee any such award. Tenant shall have the right to terminate 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 Xxxxxx'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 business or removing Tenant's merchandise, furniture, fixtures and equipment from the Premises, or for any cost or loss to Tenant's improvements. Tenant also shall be entitled to present a claim for compensation for loss of the value, if any, of Xxxxxx's leasehold interest at the time of the Taking, subject to the following requirements and conditions. The amount of any claim by or award to the Tenant for the value of Tenant's leasehold interest in no event shall exceed the Maximum Claim or Award (defined below), determined (i) by calculating the Net Present Value of the income stream of the Minimum Rent payments due under this Lease as from and after the Taking to the balance expiration of the term of the Lease as then constituted, exclusive of any renewal options not exercised before the date on which Landlord first receives notice of the intent of the condemning authority to take the Premises (the "Remaining Rent Stream"); (ii) by then calculating the Net Present Value of the net rental income stream that the Landlord could reasonably expect to receive from or on account of the Premises for and during such remaining term if the Landlord were free to lease the Premises free and clear of this Lease and the Taking (the "Unencumbered Rent Stream"); and (iii) by written notice to then calculating the other within thirty amount, if any, by which the Net Present Value of the Unencumbered Rent Stream exceeds the Net Present Value of the Remaining Rent Stream (30) days after such date; providedthe "Maximum Claim or Award"). Net Present Value shall be computed using the then-current prime rate quoted in the Wall Street Journal, howeverMoney Rates column plus two percent (2%). If not otherwise agreed by Landlord and Xxxxxx, that a condition to the exercise Unencumbered Rent Stream shall be determined by Lessee an independent appraiser selected and retained by Xxxxxxxx, and the cost and expense of such right to terminate determination shall be that paid one-half by Xxxxxx and one-half by Landlord. If the portion title to less than a "substantial portion" of the Premises taken shall be of such extent and nature as substantially to handicap, impede or impair Lessee’s use of the balance of the Premises. If any material part of the Building or Office Building Project shall be taken as a result of in condemnation so that the exercise of the power of eminent domainbusiness conducted on said Premises can be continued without material diminution, whether or not the Premises are affected, Lessor shall have the right to terminate this Lease by written notice shall continue in full force and effect. If the Taking does not amount to Lessee within thirty (30) days of a substantial portion but does materially adversely affect the Tenant's ability to conduct its business, the rent from and after the date of the taking. If neither Lessor nor Lessee terminates this Lease vesting of title in accordance with the foregoing, this Lease condemnor shall remain in full force and effect as be equitably adjusted to reflect the portion diminished value of the Premises remaining, except that to the Rent and Additional Rent shall be reduced in the proportion that the floor area Tenant as a direct result of the Premises taken bears to the total floor area of the Premises. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereof. In the event of any taking, Lessor 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 Lessee shall have no claim against Lessor for the value of any unexpired term of this Lease or otherwise; provided that Lessor shall have no claim to any portion of the award that is specifically allocable to Lessee’s relocation expenses or the interruption of or damage to Lessee’s businesscondemnation.

Eminent Domain. 15.1 (a) If the Premises or any portion thereof are taken as a result all of the Project, Building, or Premises, or such part thereof as shall materially and adversely 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 power right of appropriation, condemnation or eminent domain, or any transfer in lieu thereof, this Lease shall terminate as sold to the part so taken as of the date the condemning authority takes title or possession, whichever first occurs, and, in the case of a partial prevent such taking, either Lessor or Lessee party shall have the right to terminate this Lease effective as to the balance of the Premises by written notice date possession is required to the other within thirty (30) days after be surrendered to such date; providedauthority. In addition, however, that a condition to the exercise by Lessee of if 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 Lessee’s use of the balance of the Premises. If any material part of the Building or Office Building Project as shall, in Landlord’s sole discretion, materially affect the continuing viability of the Project as an industrial project shall be taken as a result of the for any public or quasi-public purpose by any lawful power or authority by exercise of the power right of appropriation, condemnation or eminent domain, whether or not sold to prevent such taking, the Premises are affected, Lessor Landlord shall have the right to terminate this Landlord’s Initials Tenant’s Initials Lease by written notice to Lessee within thirty (30) days effective as of the date possession is required to be surrendered to such authority. Tenant shall not assert any claim against Landlord or the taking authority for any compensation because of the taking. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoing, this Lease shall remain in full force and effect as to the portion of the Premises remaining, except that the Rent and Additional Rent shall be reduced in the proportion that the floor area of the Premises taken bears to the total floor area of the Premises. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereof. In the event of any such taking, Lessor and 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 Lessee shall have no claim against Lessor for receive the value entire amount of any unexpired term award without deduction for any estate or interest of this Lease Tenant. If the amount of property or otherwise; provided that Lessor the type of estate taken does not substantially interfere with the conduct of Tenant’s business, Landlord shall have no claim be entitled to any portion the entire amount of the award without deduction for any estate or interest of Tenant, Landlord shall restore the Premises to substantially their same condition before the partial taking to the extent Landlord receives condemnation proceeds (with any deficiency to be paid by Tenant as a condition to Landlord’s obligation to restore). Notwithstanding the foregoing, Tenant shall have the right to proceed against the condemning authority for any damages, including rent paid to Landlord, during the time Tenant is deprived of the use of the Premises on account of such taking and restoration, and nothing contained in this Paragraph shall be deemed to give Landlord any interest in any award made to Tenant for the taking of personal property and fixtures belonging to Tenant. Rent during any such taking and restoration shall xxxxx only to the proportionate extent of Tenant’s inability to use the Premises and only to the extent Landlord receives proceeds from any rent abatement insurance that is specifically allocable to Lessee’s relocation expenses may be carried by Landlord or the business interruption of or damage to Lessee’s businessinsurance carried by Tenant.

Eminent Domain. 15.1 If In the Premises event the whole or any portion thereof are taken as a result substantial part of the -------------- Premises, the Building or the Land shall be taken for any public or quasi-public purpose by any lawful power or authority by exercise of the power right of appropriation, condemnation or eminent domain, or any transfer in lieu thereofsold to said authority to prevent such taking (collectively referred to herein as a "taking"), this Lease shall terminate as Landlord or Tenant (only with regard to the part so taken as a taking of the date the condemning authority takes title or possessionPremises), whichever first occurs, and, in the case of a partial taking, either Lessor or Lessee shall have the right to terminate this Lease effective as to the balance of the Premises by written notice date possession is required to the other within thirty (30) days after such date; providedbe surrendered to said authority, however, that a condition to the exercise by Lessee of such right to terminate and rent shall be apportioned as of that the portion date. For purposes of the Premises taken shall be of such extent and nature as substantially to handicapthis Section, impede or impair Lessee’s use of the balance a substantial part of the Premises, the Building or the Land shall be considered to have been taken if, the taking shall render it undesirable for this Lease to continue or for Landlord to continue operating the Building. Tenant shall not assert any claim against Landlord or the taking authority for any compensation arising out of or related to such taking, and Landlord shall be entitled to receive the entire amount of any award without deduction for any estate or interest of Tenant. If any material Landlord does not elect to terminate this Lease, or if the taking is of less than a substantial part of the Building Premises, the Building, or Office Building Project the Land, the Annual Basic Rent and additional rent payable by Tenant pursuant to Sections 5 and 6 shall be taken as a result of adjusted (based on the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor shall have the right to terminate this Lease by written notice to Lessee within thirty (30) days of the date of the taking. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoing, this Lease shall remain in full force and effect as to the portion of the Premises remaining, except ratio that the Rent and Additional Rent shall be reduced in the proportion that the floor number of square feet of rentable area of the Premises taken bears to the total floor area number of square feet in the Premises immediately prior to such taking) as of the Premisesdate possession is required to be surrendered to said authority and Landlord shall repair actual damages resulting from the taking required to make the Premises tenantable. Common Areas taken Nothing contained in this Section shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereof. In the event of any taking, Lessor shall be entitled deemed to any and all compensation, damages, income, rent, awards, or give Landlord any interest therein whatsoever which may be paid or in any award made to Tenant for the taking of personal property and fixtures belonging to Tenant, and for relocation, as long as such award is made in connection therewithaddition to and separately stated from any award made to Landlord for the Premises, the Building and Lessee the Land. Landlord shall have no claim against Lessor for the value of obligation to contest any unexpired term of this Lease or otherwise; provided that Lessor shall have no claim to any portion of the award that is specifically allocable to Lessee’s relocation expenses or the interruption of or damage to Lessee’s businesstaking.

Eminent Domain. 15.1 If Any award or payment of damages or compensation in connection with any private trespass or injury to the Premises Real Property, exercise of the right of eminent domain or any condemnation proceeding for public use of or injury to the Real Property or any part thereof, or any right or interest therein, is hereby assigned and payable to Beneficiary, which may apply or release all or any portion thereof are taken as a result of such award, compensation or damages received by it (net of the exercise costs and expenses incurred by Beneficiary in collecting such amounts) in the same manner, upon the same conditions and with the same effect as provided in Section 3(h) of this Deed of Trust for the disposition of proceeds of fire or other insurance, as if references in Section 3(h) above to insurance proceeds instead referred to condemnation awards (or amounts paid in lieu thereof) and references to damage and casualty loss instead referred to the taking by condemnation or power of eminent domain, domain (or any transfer conveyance in lieu thereof, this Lease ); provided that: (a) any award or compensation attributable to land or to improvements that will not be reconstructed shall terminate as be applied to the part so taken as Deed of Trust Obligations; and (b) if any condemnation or taking renders the remaining portions of the date the condemning authority takes title or possession, whichever first occurs, andReal Property unsuitable, in the case judgment of a partial takingan independent architect acceptable to Beneficiary and engaged by Trustor, either Lessor or Lessee shall have the right to terminate this Lease as to the balance 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 Lessee of 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 Lessee’s use of the balance of the Premises. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor shall have the right to terminate this Lease by written notice to Lessee within thirty (30) days of the date of the taking. If neither Lessor nor Lessee terminates this Lease for further development in accordance with the foregoingPlans submitted to and approved by Beneficiary as described in Section 3(h) above, this Lease the entire award or compensation shall remain in full force and effect as be applied to the portion Deed of the Premises remaining, except that the Rent and Additional Rent shall be reduced in the proportion that the floor area of the Premises taken bears to the total floor area of the PremisesTrust Obligations. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereof. In the event of any taking, Lessor Beneficiary shall be entitled to join and participate in any eminent domain or condemnation proceedings, including the negotiation and all compensation, adjudication of any damages, income, rent, awards, award or any interest therein whatsoever which may be paid or made in connection therewithsettlement, and Lessee no stipulation or agreement shall have no claim against Lessor be entered into by Trustor without the prior consent and approval of Beneficiary. Trustor shall pay or reimburse to Beneficiary the reasonable legal expenses, appraisal and expert witness fees incurred by Beneficiary and any other reasonable, direct and out-of-pocket costs incurred by Beneficiary because of such eminent domain and condemnation proceedings. If a cash bond or deposit is to be received by Trustor for the value immediate possession of the Real Property, all sums paid shall be applied by Trustor to the Deed of Trust Obligations, unless otherwise agreed by Beneficiary. Notwithstanding any application of sums paid, only Trustor shall be the withdrawing party of sums paid for the purpose of determining any liability for return of any unexpired term such cash bond or deposit, and Trustor shall promptly satisfy any claim with respect to any such liability and shall save and hold Beneficiary harmless from any claim for return of such cash bond or deposit, including any claim asserted after the release and reconveyance of this Lease Deed of Trust. Any condemnation proceeds not used for repair or otherwise; provided that Lessor shall have no claim to any portion restoration of the award that is specifically allocable Real Property shall be applied to Lessee’s relocation expenses or the interruption last maturing installment of or damage to Lessee’s businessprincipal due and owing under the Notes.

Eminent Domain. 15.1 If all or any part of the Premises or any portion thereof are the Building of which it is a part is taken as or condemned (both and either of which terms includes within their meaning a result of the exercise of the power of eminent domain, or any transfer conveyance in lieu thereofof condemnation upon the threat thereof by competent authority for any public use of purpose, this Lease shall terminate as to the part so taken as of the date the condemning authority takes title or possession, whichever first occurs, and, in the case of a partial taking, either Lessor or Lessee then Landlord shall have the right to terminate this Lease as to the balance of the Premises by written notice to the other within option for thirty (30) days after following such date; provided, however, that a condition to the exercise by Lessee of 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 Lessee’s use of the balance of the Premises. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor shall have the right taking to terminate this Lease by written notice to Lessee within if Landlord, in its sole discretion, deems repair or restoration commercially unfeasible or not in its best interest. If a part of the Premises is taken or condemned and the remaining portions of the Premises are unsuitable for the purposes of Tenant's original occupancy, then Tenant shall have the option for thirty (30) days following such taking to terminate this Lease. Any such termination is to be effective as of the date of the taking. If neither Lessor nor Lessee terminates In the event this Lease in accordance with the foregoingis not so terminated, then this Lease shall remain in full force and effect as but Landlord shall promptly restore the Premises to a condition comparable to its condition immediately prior to such taking (less the portion of lost in the Premises remaining, except that the Rent and Additional Rent taking). Rents payable hereunder shall be reduced during the period of restoration and after such taking in proportion to the reduction in the proportion that the number of square feet of net rentable floor area of the Premises taken bears to the total floor area of the Premisesoccasioned by such restoration and taking. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereof. In the event of any takingExcept as herein otherwise specifically provided, Lessor Landlord shall be entitled to all awards and process payable by reason of such taking, whether whole or partial, as damages or otherwise. Tenant hereby expressly waives any right or claim to any part thereof and all compensationassigned to Landlord its interest therein, damagesprovided, incomehowever, rentthat where such taking results in a termination of this Lease pursuant to this paragraph, awardsthen Tenant shall be entitled to that portion, if any, of an award made to or for the benefit of Tenant specifically for the loss of Tenant's business, or any interest therein whatsoever depreciation to and cost of removal of trade fixtures, exclusive of leasehold improvements, owned by Tenant which may be paid or made in connection therewith, and Lessee Tenant is entitled to remove. Tenant shall have no claim against Lessor Landlord condemning authority or award for the value of any the unexpired term of this Lease or otherwise; provided that Lessor shall have no claim to any portion of the award that is specifically allocable to Lessee’s relocation expenses or the interruption of or damage to Lessee’s businessLease.

Eminent Domain. 15.1 If all or any part of the Premises or any portion thereof are the Building shall be taken as a result of the exercise of the power of eminent domain, domain or any transfer agreement in lieu thereof, this Lease shall terminate as to the part so taken as of the date the condemning authority takes title or possession, whichever first occursof taking, and, in the case of a partial takingtaking of the Premises, either Lessor Landlord or Lessee Tenant shall have the right to terminate this Lease as to the balance of the Premises by giving written notice to the other within thirty (30) days after such date; provided, however, that a condition to the exercise by Lessee Tenant of such right to terminate shall be that the portion of the Premises taken shall be of such extent and nature as to substantially to handicap, impede or impair LesseeTenant’s use of the balance of the Premises. If any material part this Lease is terminated under the provisions of the Building or Office Building Project this Section 21, Rent shall be taken apportioned and adjusted as a result of the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor shall have the right to terminate this Lease by written notice to Lessee within thirty (30) days of the date of the taking. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoing, this Lease shall remain in full force and effect as to the portion of the Premises remaining, except that the Rent and Additional Rent shall be reduced in the proportion that the floor area of the Premises taken bears to the total floor area of the Premises. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereoftermination. In the event of any taking, Lessor 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 Lessee Tenant shall have no claim against Lessor Landlord or against the condemning authority for the value of any leasehold estate or for the value of the unexpired term Lease Term (and Tenant hereby assigns to Landlord any right or interest to any award applicable thereto), provided that the foregoing shall not preclude any claim that Tenant may have against the condemning authority for the unamortized cost of leasehold improvements, to the extent the same were installed at Tenant’s expense (and not with the proceeds of the Improvement Allowance), or for loss of business or moving expenses incurred in relocating from the Premises Tenant’s trade fixtures and/or other personal property. In the event of a partial taking of the Premises which does not result in a termination of this Lease or otherwise; provided that Lessor Lease, the monthly Rent thereafter to be paid shall have no claim to any portion be equitably reduced based upon balance of the award that is specifically allocable to Lessee’s relocation expenses or square feet of the interruption of or damage to Lessee’s businessPremises.

Eminent Domain. 15.1 If 14.1 In case the whole of the Premises, or such part of the Premises or any portion thereof are taken the Building as a result shall substantially interfere with Tenant’s use and occupancy of the Premises, shall be taken (whether permanent or temporarily for a period that exceeds 30 days) by any lawful power or authority by exercise of the power right of eminent domain, or any transfer sold to prevent such taking, within sixty (60) days after receipt of notice of such taking, either Tenant or Landlord may terminate this Lease effective as of the date possession is required to be surrendered to said authority. If a portion of the Building or Property is so taken or sold in lieu thereof, this Lease shall terminate as to the part so taken as of the date the condemning authority takes title or possession, whichever first occurs, and, in the case of a partial taking, either Lessor or Lessee shall have the right to terminate this Lease as to the balance 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 Lessee of 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 Lessee’s use of the balance of the Premises. If any material part of which renders the Building or Office Building Project shall be taken Property economically unviable for its use as a result presently intended, or requires cancellation of substantially all tenant leases in the exercise of the power of eminent domainBuilding, whether or not the Premises are affected, Lessor shall have the right to any Landlord’s Mortgagee requires that Landlord terminate this Lease, this Lease may be terminated by written notice to Lessee within thirty (30) days Landlord, as of the date of the taking. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoingvesting of title under such taking or sale, this Lease shall remain in full force and effect as by written notice to the portion Tenant within sixty (60) days following notice to Landlord of the Premises remainingdate on which said vesting will occur. Tenant shall not because of such taking assert any claim against Landlord, except that any Landlord’s Mortgagee or the Rent taking authority for any compensation because of such taking, and Additional Rent Landlord shall be reduced in entitled to receive the proportion that the floor area entire amount of the Premises taken bears to the total floor area any award without deduction for any estate or interest of the Premises. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereofTenant. In the event of any this Lease is not terminated pursuant to this Section 14.1, Landlord shall restore the Premises, the Building and the Property to substantially their condition prior to such partial taking, Lessor and the Rent shall be entitled abated in proportion to the time during which, and to the part of the Premises, the Common Area and/or the Parking Facility of which, Tenant is actually deprived of normal and customary use on account of such taking and restoration in substantially the same manner as before the taking and restoration. Notwithstanding the foregoing, during any Rent abatement under this Lease, Tenant shall continue to be obligated to pay Landlord for all services and all compensationutilities provided to and used by Tenant, damagesif any, income, rent, awardsduring the period of the Rent abatement. Nothing contained in this Section shall be deemed to give Landlord any interest in, or any interest therein whatsoever which may be paid prevent Tenant from seeking a separate award against the taking authority for, the taking of personal property and fixtures belonging to Tenant or made in connection therewith, and Lessee shall have no claim against Lessor for relocation or business interruption expenses recoverable from the value of any unexpired term of this Lease or otherwise; provided that Lessor shall have no claim to any portion of the award that is specifically allocable to Lessee’s relocation expenses or the interruption of or damage to Lessee’s businesstaking authority.

Eminent Domain. 15.1 If In case during the Term all or any substantial part of the Premises or any portion thereof are taken as a result by eminent domain or Landlord receives compensable damage by reason of the exercise anything lawfully done in pursuance of the power of eminent domain, public or any transfer in lieu thereofother authority, this Lease shall terminate as at Landlord's election, which may be made notwithstanding that Landlord's entire interest may have been divested, by notice given to Tenant within 90 days after the part so taken as of the date the condemning authority takes title or possession, whichever first occurs, and, in the case of a partial taking, either Lessor or Lessee shall have the right election to terminate this Lease as to arises specifying the balance effective date of the Premises such termination. The effective date of termination specified by written notice to the other within Landlord shall not be less than five (5) nor more than thirty (30) days after such date; provided, however, that a condition to the exercise by Lessee date of notice of such right to terminate shall be that termination. In case during the portion term, fifty percent (50%) or more of the Premises Property is taken shall be of such extent and nature as substantially to handicapby eminent domain or condemnation, impede or impair Lessee’s use of the balance of the Premises. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor shall have the right Tenant may elect to terminate this Lease by written notice given to Lessee within thirty Landlord with sixty (3060) days of after the election to terminate arises specifying the effective date of termination which shall be not less than ten (10) nor more than thirty days after the taking. If neither Lessor nor Lessee terminates this Lease in accordance with notice of such termination unless terminated pursuant to the foregoingforegoing provisions, this Lease shall remain in full force and effect as following any such taking, subject, however, to the following provision. If in any such case the Premises are rendered unfit for use and occupation and this Lease is not terminated, Landlord shall use due diligence (following the expiration of the period in which provision of this section) to put the Premises, or what may remain thereof, into proper condition for use and occupation and just portion of the Premises remainingBase Rent, except that the Tax Rent and Additional Rent additional rent according to the nature and extent of the injury shall be reduced in the proportion that the floor area of abated until the Premises taken bears to or such remainder shall have been put by Landlord in such condition; and in case of a taking which permanently reduces the total floor area are of the Premises. Common Areas taken , a just proportion of the Base Rent, Tax Rent and additional rent shall be excluded from abated for the Common Areas usable remainder of the Term. Except for Tenant's relocation expenses (specifically so designated) Landlord reserves to itself any and all rights to receive awards made for damages to the Premises and the leasehold hereby created, or any one or more of them, accruing by Lessee and no reduction reason of Rent shall occur with respect thereto exercise of eminent domain or by reason of anything lawfully done in pursuant of public or other authority. Tenant hereby release and assigns to Landlord all Tenant's rights to such awards and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request, hereby irrevocably designating and appointing Landlord as its attorney-in-fact to execute and deliver in Tenant's name and behalf all such further assignments thereof. In the event of any taking, Lessor 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 Lessee shall have no claim against Lessor for the value of any unexpired term of this Lease or otherwise; provided that Lessor shall have no claim to any portion of the award that is specifically allocable to Lessee’s relocation expenses or the interruption of or damage to Lessee’s business.

Eminent Domain. 15.1 If In the Premises or any portion thereof are taken as a result event the whole of the exercise of Premises, the Building or the Project shall be taken under the power of eminent domain, or any transfer in lieu thereofsold to prevent the exercise thereof (collectively, a “Taking”), this Lease shall automatically terminate as to the part so taken as of the date of such Taking. In the condemning authority takes title event a Taking of a portion of the Project, the Building or possession, whichever first occurs, andthe Premises shall, in the case reasonable opinion of a partial takingLandlord, either Lessor or Lessee shall have the right to substantially interfere with Landlord’s operation thereof, Landlord may terminate this Lease as to the balance of the Premises by written notice to the other within upon thirty (30) days’ written notice to Tenant given at any time within sixty (60) days after following the date of such date; providedTaking. For purposes of this Lease, however, the date of Taking shall be the earlier of the date of transfer of title resulting from such Taking or the date of transfer of possession resulting from such Taking. In the event that a condition portion of the 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 exercise extent permitted by Lessee of 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 right to terminate case, the Basic Annual Rent shall be that reduced proportionately based on the portion of the Premises taken shall be of such extent and nature as substantially to handicap, impede so taken. If all or impair Lessee’s use any portion of the balance Premises is the subject of the Premises. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor shall have the right to terminate this Lease by written notice to Lessee within thirty (30) days of the date of the taking. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoingtemporary Taking, this Lease shall remain in full force and effect as 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 portion of the Premises remaining, except that the Rent and Additional Rent shall be reduced in the proportion that the floor area of the Premises taken bears to the total floor area temporary Taking of the Premises. Common Areas taken Except as provided herein, Tenant shall be excluded from not assert any claim against Landlord or the Common Areas usable by Lessee condemning authority for, and no reduction of Rent shall occur hereby assigns to Landlord, any compensation in connection with respect thereto or by reason thereof. In the event of any takingsuch Taking, Lessor and Landlord shall be entitled to receive the entire amount of any and all compensationaward therefor, damages, income, rent, awardswithout 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 interest therein whatsoever which may be paid or made in connection therewith, and Lessee shall have no claim award against Lessor the condemning authority for the value 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 which this Lease may terminate in the event of a taking. Accordingly, the parties waive the provisions of any unexpired term of existing or future statutes which provision(s) permit the parties to terminate this Lease or otherwise; provided that Lessor shall have no claim to any portion as a result of the award that is specifically allocable to Lessee’s relocation expenses or the interruption of or damage to Lessee’s businessa taking.

Eminent Domain. 15.1 If the whole of the Premises shall be taken, or any portion such part thereof are shall be taken as a result shall substantially interfere with Tenant's use and occupancy of the exercise of the balance thereof, under power of eminent domain, or any transfer sold, transferred, or conveyed in lieu thereof, either Tenant or Landlord may terminate this Lease shall terminate as to the part so taken as of the date of such condemnation or as of the date possession is taken by the condemning authority takes title or possessionauthority, whichever first occursdate occurs later. If any part of the Building other than the Premises and interior and adjacent landscaped areas, andshall be so taken, sold, transferred or conveyed in lieu thereof, Landlord shall have the case right, at its option, to terminate this Lease as of the date of such condemnation or as of the date possession is taken by the condemning authority. 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 hereof, provided, however, that nothing contained herein shall be deemed to give Landlord any interest in or require Tenant to assign to Landlord any award made to Tenant for the taking of personal property and fixtures belonging to Tenant and removable by Tenant at the expiration of the term hereof, as provided hereunder, or for the interruption of, or damage to Tenant's business or for relocation expenses recoverable against the condemning authority. In the event of a partial taking, either Lessor or Lessee a sale, transfer, or conveyance in lieu thereof, which does not result in a termination of this Lease, Landlord shall, to the extent of any fund received from the condemning authority for repair or restoration, restore the Premises substantially to their condition prior to such partial taking and, thereafter, rent shall have be abated in the proportion which the square footage of the part of the Premises so made unusable bears to the amount of Rental Area immediately prior to the taking. No temporary taking of a part of the Premises or of the Building and interior and adjacent landscaped areas, shall give Tenant any right to terminate this Lease as to the balance 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 Lessee of 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 Lessee’s use of the balance of the Premises. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor shall have the right to terminate this Lease by written notice to Lessee within thirty (30) days of the date of the taking. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoing, this Lease shall remain in full force and effect as to the portion of the Premises remaining, except that the Rent and Additional Rent shall be reduced in the proportion that the floor area of the Premises taken bears to the total floor area of the Premises. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereof. In the event of any taking, Lessor 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 Lessee shall have no claim against Lessor for the value abatement of any unexpired term of this Lease or otherwise; provided that Lessor shall have no claim to any portion of the award that is specifically allocable to Lessee’s relocation expenses or the interruption of or damage to Lessee’s businessrent hereunder.

Eminent Domain. 15.1 If the whole of the Building (or the real property upon which it is located) or the whole of the Premises or any portion thereof are shall be taken as a result of by the exercise of the power of eminent domain, domain or pursuant to any transfer agreement in lieu thereofof the exercise of such power (hereinafter called a "Condemnation Proceeding"), then this Lease shall terminate as to the part so taken as of the date the condemning authority takes title or possession, whichever first occurs, and, in the case of a partial taking, either Lessor or Lessee shall have the right to terminate this Lease as to the balance 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 Lessee of 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 Lessee’s use of the balance of the Premises. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor shall have the right to terminate this Lease by written notice to Lessee within thirty (30) days of the date of the takingtaking of possession by the condemning authority (such date being hereinafter called the "Taking Date"). If neither Lessor nor Lessee terminates less than the whole of the Building (or the real property upon which it is located) or less than the whole of the Premises shall be taken in a Condemnation Proceeding, Tenant may at its option terminate this Lease as of the Taking Date by giving notice of its exercise of such option within sixty (60) days after the Taking Date, provided that as a result of such taking the Premises (or the remaining portion thereof) in accordance with the foregoing, reasonable opinion of Landlord or Tenant may no longer be adequately used for the Permitted Use. If a portion of the Premises shall be taken and Tenant shall not exercise its option to terminate this Lease or if such taking shall not give rise to such option to terminate, then this Lease shall terminate on the Taking Date only as to that portion of the Premises so taken but shall remain in full force and effect as with respect to the that portion of the Premises remainingnot so taken, except that and the Rent and Additional Rent other charges payable by Tenant hereunder shall be reduced in the proportion that ratio in which the floor area diminution of the rentable square footage of the Premises taken bears following the Taking Date shall bear to the total floor area of the Premisesrentable square footage thereof immediately prior to such Taking Date. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereof. In the event of any taking, Lessor shall be entitled to any and all compensation, damages, All income, rent, awardsawards or interest derived from any Condemnation Proceeding shall belong to and be the property of Landlord, or any interest therein whatsoever which may be paid or made but this shall not preclude Tenant from making a claim in connection therewithsuch Condemnation Proceeding for the taking of Tenant's personal property and fixtures, for Tenant's moving expenses and Lessee shall have no claim against Lessor for the value of any unexpired term of this Lease Tenant's leasehold improvements to the extent directly paid for by Tenant to a third-party contractor without credit or otherwise; provided that Lessor shall have no claim to any portion of the award that is specifically allocable to Lessee’s relocation expenses or the interruption of or damage to Lessee’s businessreimbursement from Landlord.

Eminent Domain. 15.1 If the Premises or any portion thereof are taken as a result of the exercise of the power of eminent domain, or any transfer in lieu thereof, this Lease shall terminate as to the part so taken as of the date the condemning authority takes title or possession, whichever first occurs, and, in the case of a partial taking, either Lessor or Lessee shall have the right to terminate this Lease as to the balance 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 Lessee of 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 Lessee’s use of the balance of the Premises. If any material part whole of the Building or Office Premises, or such portion thereof as will make the Building Project shall be or Premises unusable in the reasonable judgment of Landlord for their intended purposes, is condemned or taken as a result by any legally constituted authority for any public use or purpose, then in either of the exercise of the power of eminent domainsaid events, whether or not the Premises are affected, Lessor shall have the right to Landlord may terminate this Lease by written notice to Lessee within thirty (30) days Tenant and the Term hereby granted shall cease from that time when possession thereof is taken by the condemning authorities, and Rent shall be accounted for as between Landlord and Tenant as of that date. If a portion of the date Building or Premises is so taken, but not such amount as will make the Premises unusable in the reasonable judgment of Landlord for the purposes herein leased (provided, that, Landlord agrees that a taking of twenty percent (20%) or more of the taking. If neither Lessor nor Lessee terminates floor area of the Building would make the Premises unusable for the purposes herein leased), or if Landlord elects not to terminate this Lease in accordance with the foregoingLease, this Lease shall remain continue in full force and effect as to and the portion of the Premises remaining, except that the Rent and Additional Rent shall be reduced prorata in proportion to the proportion that the floor area amount of the Premises taken bears so taken, and Landlord shall, to the total floor area extent reasonably feasible, restore the Building and the Premises to substantially its former condition, but such work shall not include (i) any component of the PremisesBuilding or the Premises for which Tenant is required to maintain insurance under Section 22(a)(ii) or (ii) any alterations, additions or improvements to the Premises made by Tenant following the date hereof. Common Areas taken Further Landlord shall not be excluded from required to spend any amounts for such work in excess of the Common Areas usable amount received by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereof. In the event of any taking, Lessor shall be entitled to any and all compensation, damages, income, rent, awards, or any interest therein whatsoever which may be paid or made Landlord in connection therewith, and Lessee with such condemnation. Tenant shall have no claim against Lessor for the value of any unexpired term of this Lease right or otherwise; provided that Lessor shall have no claim to any portion part of any award made to or received by Landlord for such condemnation or taking, and all awards for such condemnation or taking shall be made solely to Landlord. Tenant shall, however, have the right to pursue any separate award that does not reduce the award that to which Landlord is specifically allocable to Lessee’s relocation expenses or the interruption of or damage to Lessee’s businessentitled.

Eminent Domain. 15.1 If the Building, the Premises or a material part of either shall be taken by any portion thereof are taken authorized entity by eminent domain or by negotiated purchase under threat thereof, so that the Premises shall become totally untenantable, this lease shall terminate as a result of the exercise earlier of the power date when title or possession thereof is acquired or taken by the condemning authority and all rights of eminent domain, or any transfer Tenant in lieu thereof, this Lease shall immediately cease and terminate as to the part so taken as of the date the condemning authority takes title or possession, whichever first occurs, and, in the case of If a partial taking, either Lessor or Lessee shall have the right to terminate this Lease as to the balance 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 Lessee of 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 Lessee’s use of the balance of the Premises. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor shall have the right to terminate this Lease by written notice to Lessee within thirty (30) days of the date of the taking. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoing, this Lease shall remain in full force and effect as to the portion of the Premises remaining, except shall be taken such that the Rent and Additional Premises becomes only partially untenantable. Base Rent shall be reduced proportionately abated. All compensation awarded for any taking (or the proceeds of negotiated sale under threat thereof) whether for the whole or a part of the Building or the Premises, shall be the property of Landlord, whether such proceeds or award is compensation for loss or damage to Landlord’s or Tenant’s property or their respective interests in the proportion that Premises, the floor area Tenant hereby assigns all of the Premises taken bears its interest in any such award to the total floor area of the PremisesLandlord. Common Areas taken However, nothing contained herein shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereof. In the event of any taking, Lessor shall be entitled deemed to any and all compensation, damages, income, rent, awards, or give Landlord any interest therein whatsoever which may be paid in or require Tenant to assign to Landlord any separate award expressly made in connection therewith, to tenant for. 1.) the taking of personal property and Lessee shall have no claim against Lessor for the value of any unexpired term of this Lease or otherwisefixtures belonging to Tenant; provided that Lessor shall have no claim to any portion of the award that is specifically allocable to Lessee’s relocation expenses or 2.) the interruption of or damage to LesseeTenant’s businessbusiness or profession; 3.) the cost relocation expenses incurred by Tenant; and 4.) Tenant’s unamortized cost of leasehold improvements; provided that the making of any such award to Tenant shall not reduce or diminish Landlord’s award relating to such condemnation. Landlord may without an obligation or liability to Tenant stipulate with any condemning authority for a judgment of condemnation without the necessity of a formal suit or judgment of condemnation, and the date of taking under this clause shall then be deemed the date agreed to under the terms of said agreement or stipulation.

Eminent Domain. 15.1 If the Premises or any portion thereof are taken as a result whole of the exercise Leased Premises is acquired or condemned by eminent domain for any public or quasi-public use or purpose, then the term of the power of eminent domain, or any transfer in lieu thereof, this Lease shall cease and terminate as to the part so taken as of the date the condemning authority takes title or possessionpossession is transferred in such proceeding, whichever which ever shall first occursoccur, and, in the case of a partial taking, either Lessor or Lessee shall have the right to terminate this Lease as to the balance 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 Lessee of such right to terminate and all rentals shall be paid up to that the portion of the Premises taken shall be of such extent and nature as substantially to handicap, impede or impair Lessee’s use of the balance of the Premises. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor shall have the right to terminate this Lease by written notice to Lessee within thirty (30) days of the date of the taking. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoing, this Lease shall remain in full force and effect as to the portion of the Premises remaining, except that the Rent and Additional Rent shall be reduced in the proportion that the floor area of the Premises taken bears to the total floor area of the Premises. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereof. In the event of any taking, Lessor 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 Lessee shall have no claim against Lessor for the value of any unexpired term of the Lease. If any part of the leased premises or the property is acquired or condemned by eminent domain for any public or quasi-public use or purpose and in the event that such partial taking or condemnation renders the Leased Premises unsuitable for the business of the Lessee, then the term of this Lease shall cease and terminate as of the date title or otherwise; provided that Lessor possession shall be transferred is such proceeding whichever occurs first and Lessee shall have no claim against Lessor for the unexpired term of this Lease. In the event of a partial taking or condemnation which is not extensive enough to render the premises unsuitable for the business of the Lessee then Lessor shall promptly restore the Leased Premises to a condition comparable to its condition at the time of such condemnation less the portion lost in the taking, and this Lease shall continue in full force and effect. In the event of any condemnation or taking as herein before provided, whether whole or partial, the Lessee shall not be entitled to any portion part of the award that award, as damages or otherwise for such condemnation, and Lessor is specifically allocable to Lessee’s relocation expenses receive the full amount of such award, the Lessee hereby waiving any right of claim to any part thereof. Although all damages in the event of any condemnation are to belong to the Lessor whether such damages are awarded as compensation for diminution in value of the leasehold or to the interruption fee, Lessee shall have the right to claim and recover from the condemning authority, but not from the Lessor, such compensation as may be separately awarded or recoverable by Lessee in its own right on account of or any and all damage to Lessee’s businessits business for or on account of any cost or loss to which Lessee might be put in removing its merchandise, furniture fixtures, leasehold improvements and equipment, as well as relocation expenses.

Eminent Domain. 15.1 If there shall be taken during the Premises or term of this Lease any portion thereof are taken as a result part of the exercise Demised Premises, other than a part not interfering with maintenance, operation or use of the power Demised Premises. Landlord may elect to terminate this Lease or to continue same in effect. If Landlord elects to continue the Lease, the rental shall be reduced in proportion to the area of the Demised Premises so taken and the Landlord shall repair any damage to the Demised Premises resulting from such taking. If any part of the Demised Premises is taken by condemnation or eminent domain, the Tenant may elect to terminate this Lease or to continue same in effect and, if Tenant elects to continue this Lease, the rental shall be reduced in proportion to the area of the Demised Premises so taken, and Landlord shall repair any transfer in lieu thereofdamage to the Demised Premises resulting from such taking. If all of the Demised Premises are taken by condemnation or eminent domain, this Lease shall terminate as to the part so taken as of the date the condemning authority takes title or possession, whichever first occurs, and, in the case of a partial taking, either Lessor or Lessee shall have the right to terminate this Lease as to the balance 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 Lessee of 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 Lessee’s use of the balance of the Premises. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor shall have the right to terminate this Lease by written notice to Lessee within thirty (30) days of on the date of the taking. All sums awarded or agreed upon between Landlord and the condemning authority for the taking of the interest of Landlord and/or Tenant, whether as damages or as compensation, and whether for partial or total condemnation, will be the property of Landlord. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoingshould be terminated under any provisions of this paragraph, this Lease rental shall remain in full force and effect as be payable up to the portion date that possession is taken by the taking authority and Landlord will refund to Tenant any prepaid unaccrued rent less any sum or amount then owing, by Tenant to Landlord. 21 LIENS: Tenant further agrees that Tenant will pay all liens of Tenant’s contractors, subcontractors, mechanics, laborers, materialmen, and other items of like character, and will indemnify Landlord against all expenses, costs and charges, including bond premiums for releases of liens and attorney's fees reasonably incurred in and about the Premises remainingdefense of any suit in discharging the said premises or any part thereof, except that the Rent and Additional Rent shall be reduced in the proportion that the floor area of the Premises taken bears to the total floor area of the Premises. Common Areas taken shall be excluded from the Common Areas usable any liens, judgments or encumbrances caused or suffered by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereofTenant. In the event any such lien shall be made or filed, Tenant shall bond against, or discharge the same, within ten (10) days after the same has been made or filed. It is understood and agreed between the parties hereto that the expenses, costs and charges above referred to shall be considered as additional rent due and shall be included in any lien for rent. The Tenant herein shall not have any authority to create any liens for labor or material on the Landlord's interest in the Demised Premises and all persons contracting with the Tenant for the destruction or removal of any takingfacilities or other improvements or for the erection, Lessor shall be entitled to installation, alteration or repair of any facilities or other improvements on or about the Demised Premises, and all compensationmaterialmen, damagescontractors, income, rent, awards, or any interest therein whatsoever which may be paid or made in connection therewithmechanics, and Lessee shall have no claim against Lessor for laborers, are hereby charged with notice that they must look only to the value Tenant and to the Tenant's interests in the Demised Premises to secure the payment of any unexpired term xxxx for work done or material furnished at the request or instruction of this Lease or otherwise; provided that Lessor shall have no claim to any portion of the award that is specifically allocable to Lessee’s relocation expenses or the interruption of or damage to Lessee’s businessTenant.

Eminent Domain. 15.1 If the Premises entire Premises, or any portion thereof are taken as a result of the exercise of the power of eminent domainsubstantial part thereof, or any transfer in lieu thereofpart thereof which includes all or a substantial part of the building(s) located thereon shall be taken or condemned by any competent authority for any public or quasi-public use or purpose, the Term of this Lease shall terminate as to end upon and not before the earlier of (i) the date when the possession of the part so taken as shall be required for such use or purpose or (ii) the effective date of the date taking and without apportionment of the condemning authority takes title award to or possessionfor the benefit of Tenant. If any condemnation proceeding shall be instituted in which it is sought to take or damage any part of the Premises, whichever first occurs, andthe taking of which would, in Landlord's or Tenant's reasonable opinion, prevent the case economical operation of a partial takingthe Premises, and such taking or damage makes it necessary or desirable to remodel the Premises to conform to the taking or damage, either Lessor Landlord or Lessee Tenant shall have the right to terminate this Lease as upon not less than ninety (90) days' notice prior to the balance date of the Premises by written notice to the other within thirty (30) days after termination designated in such date; providednotice. In such event, however, that a condition to the exercise by Lessee of such right to terminate Rent shall be that the portion of the Premises taken shall be of such extent and nature apportioned as substantially to handicap, impede or impair Lessee’s use of the balance of the Premises. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor shall have the right to terminate this Lease by written notice to Lessee within thirty (30) days of the date of the takingtermination. No money or other consideration shall be payable by Landlord or by Tenant for the right of termination. If neither Lessor nor Lessee terminates this the Lease is not terminated as set forth above, then Tenant shall proceed to repair and restore the same with reasonable promptness, subject to zoning laws and building codes then in accordance with the foregoing, this Lease shall remain in full force and effect as to the effect. No condemnation or taking of any portion of the Premises remaining, except that which does not result in termination of this Lease shall permit Tenant to surrender this Lease or shall relieve Tenant from its liability to pay to Landlord the Rent and Additional payable under this Lease or from any of its other obligations hereunder, provided, however, that, if such condemnation or taking includes any portion of the building located on the Premises, Base Rent shall be reduced in proportion to the proportion that the floor area reduction, if any, of the Premises taken bears to the total floor rentable area of the Premisesthereof as reasonably determined by Landlord. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereof. In the event of any taking, Lessor Landlord shall be entitled to all of the condemnation award for the Premises, provided that if such a claim will not reduce the condemnation award to Landlord in any and all compensationway, damages, income, rent, awards, or any interest therein whatsoever which may Tenant shall be paid or made in connection therewith, and Lessee shall have no entitled to make a claim against Lessor the condemning authority for loss or damage to Tenant's trade fixtures, equipment, machinery and removable personal property, and, if this Lease is terminated as set forth above, for actual, out-of-pocket costs incurred in relocating, but not for the value of any unexpired term of this the leasehold estate, and provided further that if the Lease or otherwise; provided that Lessor is not terminated as set forth above, Landlord shall have no claim to any portion of make the award that is specifically condemnation proceeds allocable to Lessee’s relocation expenses or the interruption taking of or damage any improvements on the Premises available to Lessee’s businessTenant for the restoration thereof.

Eminent Domain. 15.1 If a part of the Property is taken by eminent domain or deed in lieu thereof which is so substantial that the Premises or any portion thereof are taken as a result cannot reasonably be used by Tenant for the operation of the exercise of the power of eminent domainits business, or any transfer in lieu thereof, then either party may terminate this Lease shall terminate as to the part so taken effective as of the date the condemning authority takes title or possession, whichever first occurs, and, in the case of a partial taking, either Lessor or Lessee shall have the right to terminate this Lease as to the balance 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 Lessee of such right to terminate shall be that the taking. If all or any portion of the Premises taken shall be of such extent and nature as substantially to handicap, impede or impair Lessee’s use parking areas of the balance of the PremisesProject is taken which affects Tenant’s parking rights under this Lease, Landlord shall use good faith, commercially reasonable efforts to locate reasonable replacement parking for Tenant at no additional cost to Tenant. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor Tenant shall have the right to terminate this Lease by giving written notice to Lessee Landlord within thirty six (306) months after the taking of all or any portion of the parking areas of the Project if, (1) as a result of such taking, Tenant’s use of the Premises is materially and adversely affected, and (2) Landlord is unable or unwilling to provide Tenant with reasonably comparable replacement parking for such lost parking. Notice of Tenant’s exercise of the right to terminate this Lease as provided in the preceding sentence shall be delivered to Landlord in writing and shall specify the effective date of termination which shall be not earlier than 90 days following the date of such notice nor later than 180 days following the date of such notice. Rent shall xxxxx from the date of the taking. If neither Lessor nor Lessee terminates this Lease taking in accordance with the foregoing, this Lease shall remain in full force and effect as proportion to the portion any part of the Premises remaining, except that the Rent and Additional Rent shall be reduced in the proportion that the floor area of the Premises taken bears to the total floor area of the Premisestaken. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereof. In the event of any taking, Lessor Tenant shall be entitled to any and all compensationaward which is specifically awarded as compensation for the taking of Tenant’s personal property which was installed at Tenant’s expense, damages, income, rent, awards, or any interest therein whatsoever which may be paid or made in connection therewith, and Lessee shall have no claim against Lessor for the value of Tenant’s goodwill, for any unexpired term damage to Tenant’s business and for costs of this Lease or otherwise; provided that Lessor Tenant’s relocation to new premises. Except as set forth herein, the entire award for a taking of any kind shall be paid to Landlord, and Tenant shall have no claim right to any portion share in the award. All obligations accrued to the date of the award that is specifically allocable to Lessee’s relocation expenses or the interruption of or damage to Lessee’s businesstaking shall be performed by each party.

Eminent Domain. 15.1 If Except as hereinafter provided, if the Premises Premises, or any such portion thereof are as to render the balance (if reconstructed to the maximum extent practicable in the circumstances) unsuitable for the Tenant’s purposes as contemplated under this Lease, shall be taken as a result of the exercise of the power by condemnation or right of eminent domain, the Landlord or any transfer in lieu thereof, this Lease shall terminate as to the part so taken as of the date the condemning authority takes title or possession, whichever first occurs, and, in the case of a partial taking, either Lessor or Lessee Tenant shall have the right to terminate this Lease as to the balance of the Premises and any separate parking lease by written notice to the other within of its desire to do so, provided that such notice is given not later than thirty (30) days after such date; provided, however, that a condition to receipt by the exercise by Lessee Tenant of notice of the effective date of 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 Lessee’s use of the balance of the Premisestaking. If any material part so much of the Building or Office Building Project shall be so taken as a result of that the exercise of Landlord reasonably determines that it would be reasonably necessary to raze or substantially alter the power of eminent domainBuilding, whether or not the Premises are affected, Lessor Landlord shall have the right to terminate this Lease by written giving notice to Lessee within the Tenant of the Landlord’s desire to do so not later than thirty (30) days after the effective date of such taking. Should any part of the date of Premises be so taken or condemned during the taking. If neither Lessor nor Lessee terminates Term, and should this Lease be not terminated in accordance with the foregoingforegoing provisions, this Lease shall the Landlord agrees to use reasonable efforts to put what may remain in full force and effect as to the portion of the Premises remaining, except that into proper condition for use and occupation as nearly like the Rent and Additional Rent shall be reduced in the proportion that the floor area condition of the Premises prior to such taking as shall be practicable, subject, however, to applicable laws and codes then in existence. If the 000 Xxxxxxx Xxxxxx Garage, or such portion thereof as to render the Tenant’s parking privileges therein impossible or impracticable in the Landlord’s reasonable determination, shall be taken bears to by condemnation or right of eminent domain, then the total floor area Landlord shall designate, if available and promptly following any such taking, alternative parking within University Park that shall be used for the parking of the Premisesautomobiles of the employees and invitees of the Tenant. Common Areas taken All such alternative parking shall be excluded allocated proportionately among all tenants, including the Tenant, then currently leasing parking spaces within the 000 Xxxxxxx Xxxxxx Garage; provided, however, the number of the Tenant’s parking spaces guaranteed by the Landlord in Exhibit A shall not change. The Tenant shall pay the market rate from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereoftime to time in effect for such alternative parking facilities. In the event the Landlord is unable to secure for the Tenant such alterative parking, the Tenant shall have the right, as its sole remedy, to terminate this Lease and any separate parking lease by notice to Landlord of any its desire to do so, provided such notice is given not later than the later of thirty (30) days after the effective date of such taking or thirty (30) days after the Tenant has notice of the effective date of such taking, Lessor . Such termination shall be entitled effective thirty (30) days after such notice is given to any and all compensation, damages, income, rent, awardsthe Landlord, or any interest therein whatsoever which may be paid or made such later date specified by the Tenant in connection therewith, and Lessee shall have no claim against Lessor for the value of any unexpired term of this Lease or otherwise; provided that Lessor shall have no claim to any portion of the award that such notice not exceeding one hundred twenty (120) days after such notice is specifically allocable to Lessee’s relocation expenses or the interruption of or damage to Lessee’s businessgiven.

Eminent Domain. 15.1 If Any of the Premises shall be taken or appropriated by or conveyed to any portion thereof are taken as a result of the exercise of public authority under the power of eminent domain, or any transfer in lieu thereof, this Lease shall terminate as to the part so taken as of the date the condemning authority takes title or possession, whichever first occurs, and, in the case of a partial taking, either Lessor or Lessee party hereto shall have the right to terminate this Lease as to the balance of the Premises by written notice to the other right, at its option, within thirty (30) days after such date; providedsaid taking, however, that a condition to the exercise by Lessee of 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 Lessee’s use of the balance of the Premises. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor shall have the right to terminate this Lease by upon written notice notice. If any of the Premises is taken or conveyed, and neither party elects to Lessee terminate as herein provided, the Minimum Rent thereafter to be paid shall be equitably reduced. If any part of the Center other than the Premises shall be so taken, appropriated, or conveyed, Landlord shall within thirty (30) days of the date of taking, or conveyance, whichever occurs later, have the taking. If neither Lessor nor Lessee terminates right at its option, to terminate this Lease in accordance with the foregoing, this Lease shall remain in full force and effect as upon written notice to the portion of the Premises remaining, except that the Rent and Additional Rent shall be reduced in the proportion that the floor area of the Premises taken bears to the total floor area of the Premises. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereofTenant. In the event of any taking, Lessor appropriation or conveyance, whatsoever, Landlord shall be entitled to any and all compensation, damages, income, rent, awards, or any interest therein whatsoever awards and/or settlements which may be paid or made in connection therewithgiven, and Lessee Tenant shall have no claim against Lessor Landlord or the condemning authority for the value of any unexpired term of this Lease Lease. In the event such damage, destruction, or otherwise; appropriation by eminent domain does not give rise to insurance or award by the Tenant, then the Landlord’s rights herein to cancel would be subject to repayment by the Landlord of Tenant’s unamortized leasehold improvements. PARKING & OTHER COMMON AREA Landlord shall have the right, at any time and from time to time, to change the size, location, elevation or nature of the Common Areas, or any part thereof, including, without limitation, the right to locate thereon structures and buildings of any type, provided that Lessor Tenants rights hereunder shall not be materially adversely affected (including access and parking rights). All Common Areas shall be subject to the exclusive control and management of Landlord and Landlord shall have no claim the right, at any time and from time to time, to establish, modify, amend and enforce reasonable rules and regulations with respect to the Common Areas and the use thereof. Tenant agrees to abide by and conform to such rules and regulations upon notice thereof; and to cause its concessionaires, invitees and licensees, and its and their employees and agents, so to abide and conform. Landlord shall have the right (i) to close, if necessary, all or any portion of the award that is specifically allocable Common Areas to Lesseesuch extent as may, in the opinion of Landlord’s relocation expenses counsel, be reasonably necessary to prevent a dedication thereof or the interruption accrual of any rights to any person or damage to Lessee’s businessthe public therein, (ii) to close temporarily all or any portion of the Common Areas to discourage non-customer use, (iii) to use portions of the Common Areas while engaged in making additional improvements or repairs or alterations to the Center and (iv) to do and perform such other acts (whether similar or dissimilar to the foregoing) in, to and with respect to the Common Areas, as in the use of good business judgment, Landlord shall determine to be appropriate for the Center.

Eminent Domain. 15.1 If all or any material part of the Premises or any portion thereof are taken as a result the balance of the exercise of Property is taken for public or quasi-public use by a governmental authority under the power of eminent domain, domain or any transfer is conveyed to a governmental authority in lieu thereofof such taking (a itakingi), this Lease shall terminate as to the part so taken as of the date the condemning authority takes title or possession, whichever first occurs, and, in the case of a partial taking, either Lessor or Lessee shall have the right to Landlord may terminate this Lease as to the balance of the Premises by written notice to the other Tenant within thirty (30) days after such date; provided, however, that a condition to the exercise by Lessee of 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 Lessee’s use of the balance of the Premisestaking. If all or any material part of the Building Premises or Office Building Project shall be taken as a result the balance of the exercise Property is taken, and if the taking causes the remaining part of the power of eminent domainPremises to be untenantable or inaccessible, whether or not and inadequate for use by Tenant for the Premises are affectedpurpose for which they were leased, Lessor shall have the right to terminate this Lease then Tenant, at its option and by written giving notice to Lessee within thirty (30) days after the taking, may terminate this Lease as of the date Tenant is required to surrender possession of the takingPremises or the date such other portion of the Property is taken, as applicable. If neither Lessor nor Lessee terminates this Lease in accordance with part of the foregoingPremises is taken but the remaining part is tenantable and accessible, and adequate for Tenant's use, then this Lease shall remain in full force and effect be terminated as to the portion part taken as of the Premises remainingdate Tenant is required to surrender possession, except that and, unless Landlord shall have terminated this Lease pursuant to the Rent foregoing provisions, Landlord shall make such repairs, alterations and Additional improvements as may be necessary to render the part not taken tenantable, and the Base Rent shall be reduced in proportion to the proportion that the floor area part of the Premises taken bears taken. All compensation awarded for the taking shall be the property of Landlord without any deduction therefrom for any estate of Tenant, and Tenant hereby assigns to Landlord all its right, title and interest in and to the total floor area award. Tenant shall have the right, however, to recover from the governmental authority, but not from Landlord, such compensation as may be awarded to Tenant on account of the Premises. Common Areas taken shall be excluded from the Common Areas usable by Lessee interruption of Tenant's business, moving and no reduction relocation expenses, removal of Rent shall occur with respect thereto or by reason thereof. In the event of any taking, Lessor 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 therewithTenant's Personal Property, and Lessee shall have no claim against Lessor for the value of any unexpired term the Tenant Improvements, Built-In Trade Fixtures, Removable Trade Fixtures and other Alterations in Tenant's proportionate share, based on the proportionate share of this Lease or otherwise; costs for such items paid by Tenant, provided that Lessor shall have no claim any such award to any portion of Tenant will not reduce the award that is specifically allocable which would otherwise be made to Lessee’s relocation expenses or the interruption of or damage to Lessee’s businessLandlord.

Eminent Domain. 15.1 If (1) so much of the Premises shall be taken or condemned by Eminent Domain for any public or quasi-public use or purpose and either party determines that Tenant's use of the Premises or any portion thereof are taken as a result the parking area serving the Building will be materially and adversely affected, and either party shall elect, by giving written notice to the other, or (2) more than twenty-five percent (25%) of the exercise floor area of the power Building shall be so taken, and Landlord shall elect, in its sole discretion, by giving written notice to the Tenant, any said written notice to be given not more than sixty (60) days after the date on which title shall vest in such condemnation proceeding, to terminate this Lease, then, in either such event, the Term of eminent domain, or any transfer in lieu thereof, this Lease shall cease and terminate as to the part so taken as of the date the condemning authority takes of title or possessionvesting. If Landlord exercises its termination rights, whichever first occurs, and, in the case of a partial taking, either Lessor or Lessee Tenant shall have the right to terminate this abrogate and void Landlord's termination notice by affirming its obligations under the Lease as to the balance of the Premises by delivering a written notice to the other Landlord within thirty fifteen (3015) days after such date; provided, however, that a condition to the exercise by Lessee receipt of such right to terminate shall be that the portion Landlord's termination notice. In case of the Premises taken shall be of such extent and nature as substantially to handicap, impede any taking or impair Lessee’s use of the balance of the Premises. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domaincondemnation, whether or not the Premises are affected, Lessor shall have the right to terminate this Lease by written notice to Lessee within thirty (30) days Term of the date of the taking. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoing, this Lease shall remain cease and terminate, the entire award shall be the property of Landlord, and Tenant hereby assigns to Landlord all its right, title and interest in full force and effect as to the portion of the Premises remainingany such award, except that the Rent and Additional Rent shall be reduced in the proportion that the floor area of the Premises taken bears to the total floor area of the Premises. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereof. In the event of any taking, Lessor Tenant shall be entitled to any claim, prove and all compensation, damages, income, rent, awards, or any interest therein whatsoever which receive in the proceedings such awards as may be paid allowed for moving expenses, loss of profit and fixtures and other equipment installed by it which shall not, under the terms of this Lease, be or become the property of Landlord at the termination hereof, but only if such awards shall be made by the condemnation court or other authority in connection therewithaddition to, and Lessee shall have no claim against Lessor be stated separately from, the award made by it for the value Property or part thereof so taken. Landlord shall notify Tenant within five (5) business days after receipt of any unexpired term a written notice of this Lease a taking or otherwise; provided that Lessor shall have no claim to threatened taking of all or any portion of the award that is specifically allocable to Lessee’s relocation expenses Building or the interruption of or damage to Lessee’s businessPremises.

Eminent Domain. 15.1 If Should the Premises or any portion thereof are taken as a result of the exercise of the power of eminent domainMortgaged Estate, or any transfer part thereof or interest therein, be taken or damaged by reason of any public improvement, condemnation or eminent domain proceeding or in any other manner (collectively, "Condemnation"), or should Grantor receive any notice or other information regarding such proceeding, Grantor shall give prompt written notice thereof to Beneficiary. Beneficiary may participate in any such Condemnation proceedings, and Grantor shall from time to time deliver to Beneficiary all instruments requested by Beneficiary to permit such participation. Grantor shall, at its expense, diligently prosecute in a reasonable manner any such proceedings and shall consult with Beneficiary and its attorneys and experts, and cooperate in a reasonable manner with them in the carrying on or defense of any such proceedings. All proceeds of Condemnation awards or proceeds of sale in lieu thereof, this Lease shall terminate as of Condemnation with respect to the part so taken Mortgaged Estate and all judgments, decrees and awards for injury or damage to the Mortgaged Estate shall be paid to Beneficiary for the benefit of Grantor and shall be applied in the manner in which Insurance Proceeds are to be applied pursuant to Section 1.06 hereof. Grantor hereby assigns and transfers all such proceeds, judgments, decrees and awards to Beneficiary and agrees to execute such further assignments of all such proceeds, judgments, decrees and awards, as of the date the condemning authority takes title or possession, whichever first occurs, andBeneficiary may request. Beneficiary is hereby authorized, in the case name of a partial takingGrantor, either Lessor to execute and deliver valid acquittances for, and to appeal from, any such judgment, decree or Lessee award. Beneficiary shall have the right not be, in any event or circumstance, liable or responsible for failure to terminate this Lease as to the balance of the Premises by written notice to the other within thirty (30) days after such date; provided, however, that a condition to the collect or exercise by Lessee of 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 Lessee’s use of the balance of the Premises. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor shall have the right to terminate this Lease by written notice to Lessee within thirty (30) days of the date of the taking. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoing, this Lease shall remain in full force and effect as to the portion of the Premises remaining, except that the Rent and Additional Rent shall be reduced diligence in the proportion that the floor area of the Premises taken bears to the total floor area of the Premises. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereof. In the event collection of any takingproceeds, Lessor shall be entitled to any and all compensationjudgments, damages, income, rent, decrees or awards, or any interest therein whatsoever which may be paid or made in connection therewith, and Lessee shall have no claim against Lessor for the value of any unexpired term of this Lease or otherwise; provided that Lessor shall have no claim to any portion of the award that is specifically allocable to Lessee’s relocation expenses or the interruption of or damage to Lessee’s business.

Eminent Domain. 15.1 If the Premises whole or a substantial part of the Building is taken or condemned for a public or quasi-public use under any statute or by right of eminent domain by any competent authority or sold in lieu of such taking or condemnation, such that in the opinion of Landlord the Building is not economically operable as before without substantial alteration or reconstruction, this Lease shall automatically terminate on the date that the right to possession shall vest in the condemning authority (the “Taking Date”), with Rent being adjusted to said Taking Date, and Tenant shall have no claim against Landlord for the value of any unexpired term of this Lease. Tenant shall have no claim against Landlord and no claim or right to any portion thereof are taken of any amount that may be awarded as damages or paid as a result of the exercise of the power of eminent domainany taking, condemnation or any transfer purchase in lieu thereof; all rights of Tenant thereto are hereby assigned by Tenant to Landlord. If any part of the Demised Premises is so taken or condemned and this Lease is not terminated in accordance with the foregoing provisions of this Section, this Lease shall automatically terminate as to the part portion of the Demised Premises so taken or condemned, as of the date the condemning authority takes title or possessionTaking Date, whichever first occurs, and, in the case of a partial taking, either Lessor or Lessee shall have the right to terminate and this Lease shall continue in full force as to the balance remainder of the Premises by written notice Demised Premises, with Rent abating only to the other within thirty (30) days after such dateextent of the Demised Premises so taken or condemned; provided, however, that a condition to if the exercise by Lessee of such right to terminate shall be that the remaining portion of the Demised Premises taken shall be of such extent and nature as substantially to handicapis no longer suitable for the Permitted Use, impede or impair Lessee’s use of the balance of the Premises. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor then Tenant shall have the right to terminate this Lease by providing written notice thereof to Lessee Landlord within thirty (30) days of after the date of the taking. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoing, this Lease shall remain in full force and effect as to the portion of the Premises remaining, except that the Rent and Additional Rent shall be reduced in the proportion that the floor area of the Premises taken bears to the total floor area of the Premises. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereof. In the event of any taking, Lessor 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 Lessee shall have no claim against Lessor for the value of any unexpired term of this Lease or otherwise; provided that Lessor shall have no claim to any portion of the award that is specifically allocable to Lessee’s relocation expenses or the interruption of or damage to Lessee’s businessTaking Date.

Eminent Domain. 15.1 14.1 If the Premises all or any portion thereof are part of the Leased Premises shall be taken as a result of the exercise of the power of eminent domain, or any transfer in lieu thereof, this Lease shall terminate as to the part so taken as of the date the condemning authority takes title or possession, whichever first occursof taking, and, in the case of a partial takingtaking more than ten percent (10%) of the Leased Premises, either Lessor or Lessee Tenant shall have the right to terminate this Lease as to the balance of the Leased Premises by written notice to the other Landlord within thirty (30) days after such date; provided, however, that a condition to the exercise by Lessee Tenant of such right to terminate shall be that the portion of the Leased Premises taken shall be of such extent and nature as substantially to handicap, impede or impair Lessee’s Tenant's use of the balance of the PremisesLeased Premises as reasonably determined by Tenant. If any material part such portion of the Building or Office Building Project shall be Common Areas is condemned or otherwise taken so as to require, in the reasonable opinion of Landlord, a result substantial alteration or reconstruction of the exercise remaining portions of the power of eminent domainBuilding or Common Areas, whether or not the Premises are affected, Lessor Landlord shall have the right to terminate this Lease by written notice to Lessee within thirty (30) days as of the date of the taking of possession by the condemning party, by written notice to Tenant within sixty (60) days of Landlord's receipt of notice of such taking. If neither Lessor nor Lessee terminates this Lease in accordance with is not so terminated, Landlord shall restore the foregoing, this Lease shall remain in full force and effect as to the portion of the Premises remaining, except that the Rent and Additional Rent shall be reduced in the proportion that the floor area of the Premises taken bears to the total floor area of the Leased Premises. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereof. In the event of any taking, Lessor 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 therewithwith the Building, and Lessee Tenant shall have no claim against Lessor Landlord for the value of any unexpired term of this Lease or otherwise; provided that Lessor shall have no claim to any portion . In the event of a partial taking of the Leased Premises which does not result in a termination of this Lease, the rental thereafter to be paid shall be reduced on a per square foot basis. Tenant shall be entitled to claim its own separate and independent award that as a result of any such taking, so long as such award does not, in any manner, impair the amount of award to which Landlord is specifically allocable entitled. Tenant shall be entitled to Lessee’s relocation expenses or the interruption claim a separate award for loss of or damage to Lessee’s business, removal of trade fixtures, and moving expenses.

Eminent Domain. 15.1 If all of the Premises shall be taken under the --------------- right of eminent domain by any public or any portion thereof are taken quasi-public authority having the right of condemnation, this Lease shall not terminate, but as a result of the exercise date title vests pursuant to such proceedings the rent shall be completely abated. If only a portion of the power Leased Premises shall be taken, under the right of eminent domain, or any transfer in lieu thereofbut such taking prevents the practical use of the remaining Premises occupied by Lessee for the purpose intended by Lessee, then this Lease shall terminate as to not terminate, but the part so taken rent shall be completely abated as of the date title vests pursuant to such proceedings. The total award made in such proceedings shall be equitably divided between Lessor and Lessee according to the condemning authority takes title or possessionsubstantive law of the State of Florida in relation to the damage suffered. If such taking does not prevent the practical use of the remaining Premises for the purpose intended by the Lessee, whichever first occurs, and, in the case of a partial taking, either Lessor or Lessee shall have the right to terminate then this Lease shall continue in full force and effect but the rent shall abate proportionately and such adjustments shall be made as shall be xxxx and equitable. Nothing herein contained shall be deemed or construed to prevent Lessee or its sublessee from interposing and prosecuting in any eminent domain proceeding a claim for the value of lost business and/or any fixtures installed in or improvements made to the Leased Premises bar Lessee or its sublessee. In the event the proper judicial authority does not divide the award to compensate the separate loss of each party, and if Lessor and Lessee are unable to agree as to the balance division of the Premises by written notice total award, or as to the abatement or adjustment of rent, or as to any such other adjustments, all such disagreements shall be submitted to arbitration, in accordance with the rules of the American Arbitration Association. Each of the parties shall select an arbitrator within thirty (30) days after the vesting of title in condemnation proceedings, arid if the arbitrators are unable to agree such date; provided, however, that arbitrators shall select a condition to third arbitrator within sixty (60) days after the exercise by Lessee vesting of such right to terminate title. The decision of 2 out of 3 of the arbitrators shall be that the portion final. Each party shall pay their own legal expenses and one-half (1/2) of the Premises taken shall be of such extent arbitrators and nature as substantially to handicapfiling fees, impede or impair Lessee’s use of the balance of the Premises. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor shall have the right to terminate this Lease by written notice to Lessee within thirty (30) days of the date of the taking. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoing, this Lease shall remain in full force and effect as to the portion of the Premises remaining, except that the Rent and Additional Rent shall be reduced in the proportion that the floor area of the Premises taken bears to the total floor area of the Premises. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereof. In the event of any taking, Lessor 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 Lessee shall have no claim against Lessor for the value of any unexpired term of this Lease or otherwise; provided that Lessor shall have no claim to any portion of the award that is specifically allocable to Lessee’s relocation expenses or the interruption of or damage to Lessee’s businessif any.

Eminent Domain. 15.1 If the Building, the Premises or a material part of either shall be taken by any portion thereof are taken as a result of authorized entity by eminent domain or by negotiated purchase under threat thereof, so that the exercise of the power of eminent domain, or any transfer in lieu thereofPremises shall become totally untenantable, this Lease shall terminate as to of the part so taken as earlier of the date when title or possession thereof is acquired or taken by the condemning authority takes title or possession, whichever first occurs, and, and all rights of Tenant in the case of a partial taking, either Lessor or Lessee shall have the right to terminate this Lease as to the balance 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 Lessee of such right to terminate shall be that the portion of the Premises taken shall be of such extent immediately cease and nature as substantially to handicap, impede or impair Lessee’s use of the balance of the Premisesterminate. If any material a part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor shall have the right to terminate this Lease by written notice to Lessee within thirty (30) days of the date of the taking. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoing, this Lease shall remain in full force and effect as to the portion of the Premises remaining, except shall be taken such that the Rent and Additional Premises becomes only partially untenantable, Base Rent shall be reduced proportionately abated. All compensation awarded for any taking (or the proceeds of negotiated sale under threat thereof) whether for the whole or a part of the Building or the Premises, shall be the property of Landlord, whether such proceeds or award is compensation for loss or damage to Landlord’s or Tenant’s property or their respective interests in the proportion that Premises, the floor area Tenant hereby assigns all of the Premises taken bears its interest in any such award to the total floor area of the PremisesLandlord. Common Areas taken However, nothing contained herein shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereof. In the event of any taking, Lessor shall be entitled deemed to any and all compensation, damages, income, rent, awards, or give Landlord any interest therein whatsoever which may be paid in or require Tenant to assign to Landlord any separate award expressly made in connection therewith, to tenant for: 1.) the taking of personal property and Lessee shall have no claim against Lessor for the value of any unexpired term of this Lease or otherwisefixtures belonging to Tenant; provided that Lessor shall have no claim to any portion of the award that is specifically allocable to Lessee’s relocation expenses or 2.) the interruption of or damage to LesseeTenant’s businessbusiness or profession; 3.) the cost of relocation expenses incurred by Tenant; and 4.) Tenant’s unamortized cost leasehold improvements; provided that the making of any such award to Tenant shall not reduce or diminish Landlord’s award relating so such condemnation. Landlord may without any obligation or liability to Tenant stipulate with any condemning authority for a judgment of condemnation without the necessity of a formal suit or judgment of condemnation, and the date of taking under this clause shall then be deemed the date agreed to under the terms of said agreement or stipulation.

Eminent Domain. 15.1 If the Premises or any portion thereof are taken as a result whole of the exercise of premises hereby demised shall be taken or condemned by any competent authority for any public use or purpose, then the power of eminent domain, or any transfer in lieu thereof, this Lease term hereby granted shall terminate as cease on the day prior to the part so taken as taking of the date the condemning authority takes title or possessionpossession by such authority, whichever first occurs, and rent hereunder shall be paid to and adjusted as of that day. Xxxxxxxx agrees to give written notice of such taking to Tenant promptly. If a portion of said demised premises shall be condemned or taken and, as a result thereof, there shall be such a major change in the case character of a partial takingthe premises as to prevent Tenant from using the same in substantially the same manner as theretofore used, then and in that event, the Tenant may either Lessor or Lessee shall have the right to cancel and terminate this Lease Agreement as to the balance of the Premises by date when the part of the premises so taken or condemned shall be required for such public purpose, or said Tenant may continue to occupy the remaining portion provided, however, the Tenant shall give written notice to the other Landlord, within thirty (30fifteen(15) days after such date; provided, however, that a condition to receipt of notice from Landlord of any taking or vesting of title of its election. In the exercise by Lessee of such right to terminate event the Tenant shall be that the portion remain in possession and occupation of the Premises taken shall be of such extent remaining portion, all the terms and nature as substantially to handicap, impede or impair Lessee’s use of the balance of the Premises. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor shall have the right to terminate conditions for this Lease by written notice to Lessee within thirty (30) days of the date of the taking. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoing, this Lease Agreement shall remain in full force and effect as with respect to the portion of the Premises remainingsuch remaining portion, except that the Rent and Additional Rent rent reserved to be paid hereunder shall be reduced equitably adjusted according to the amount in value of such remaining space and this Agreement shall continue for the proportion balance of its term, subject to the terms and conditions herein stated. The award of damages or compensation for the premises taken, or the amount paid pursuant to private purchase in lieu thereof, whether such condemnation or sale be total or partial, shall belong to the Landlord, except that the floor area of the Premises taken bears to the total floor area of the Premises. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereof. In the event of any taking, Lessor Tenant shall be entitled to any and all compensationcompensation attributable to Tenant’s improvements, damagesand in case of a partial condemnation of the demised premises, incomeTenant shall be entitled to any compensation for damage sustained by Tenant as the result of any alterations, rent, awardsmodifications, or any interest therein whatsoever repairs which may be paid or made reasonably required of the Tenant in connection therewith, and Lessee shall have no claim against Lessor for order to place the value of any unexpired term of this Lease or otherwise; provided that Lessor shall have no claim to any remaining portion of the award that is specifically allocable to Lesseedemised premises not so condemned, in a suitable condition for Tenant’s relocation expenses or the interruption of or damage to Lessee’s businessfurther occupancy.

Eminent Domain. 15.1 If any part over 15% of the Premises shall be taken or any portion thereof are taken as a result of the exercise of appropriated under the power of eminent domain, domain or any transfer conveyed in lieu thereof, this Lease shall terminate as to the part so taken as of the date the condemning authority takes title or possession, whichever first occurs, and, in the case of a partial taking, either Lessor or Lessee Tenant shall have the right to terminate this Lease as at its option. If any part of the Building shall be taken or appropriated under power of eminent domain or conveyed in lieu thereof and such taking is so extensive that it renders the remaining portion of the Building unsuitable for the use being made of the Building on the date immediately preceding such taking, Landlord may terminate this Lease at its option. In either of such events, Landlord shall receive (and Tenant shall assign to Landlord upon demand from Landlord) any 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 part of sum paid by virtue of such proceedings, whether or not attributable to the balance value of the unexpired term of this Lease, except that Tenant shall be entitled to petition the condemning authority for the following: (1) the then unamortized cost of any Alterations or tenant improvements paid for by Tenant from its own funds (as opposed to any allowance provided by Landlord); (ii) the 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 amount which is the lesser of (a) the 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 by written notice shall be so taken or appropriated or conveyed and neither party hereto shall elect to terminate this Lease and the other within thirty (30) days after Premises have been damaged as a consequence of such datepartial taking or appropriation or conveyance, Landlord shall restore the Premises continuing under this Lease at Landlord's cost and expense; provided, however, that a condition Landlord shall not be required to repair or restore any injury or damage to the exercise property of Tenant or to make any repairs or restoration of any Alterations installed on the Premises by Lessee or at the expense of such right Tenant. Thereafter, the Base Rent and Additional Charges to terminate be paid under this Lease for the remainder of the Term shall be proportionately reduced, 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 taking. Notwithstanding anything to the contrary contained in this Paragraph 21, if the temporary use or occupancy of any part of the Premises shall be taken or appropriated under power of eminent domain during the Term, this Lease shall be and remain unaffected by such extent taking or appropriation and nature as substantially Tenant shall continue to handicappay in full all Base Rent and Additional Charges payable hereunder by Tenant during the Term; in the event of any such temporary appropriation or taking, impede Tenant shall be entitled to receive that portion of any award which represents compensation for the use of or impair Lessee’s 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 two hundred and seventy (270) days and unreasonably interferes with Tenant's use of the balance of Premises or the Premises. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domainCommon Areas, whether or not the Premises are affected, Lessor then Tenant shall have the right to terminate the Lease. Landlord and Tenant understand and agree that the provisions of this Lease by written notice Paragraph 21 are intended to Lessee within thirty (30) days govern fully the rights and obligations of the date of the taking. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoing, this Lease shall remain in full force and effect as to the portion of the Premises remaining, except that the Rent and Additional Rent shall be reduced parties in the proportion that the floor area event of the Premises taken bears to the total floor area a Taking of all or any portion of the Premises. Common Areas taken shall be excluded from Accordingly, the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereof. In the event of parties each hereby waives any taking, Lessor shall be entitled right to any and all compensation, damages, income, rent, awards, or any interest therein whatsoever which may be paid or made in connection therewith, and Lessee shall have no claim against Lessor for the value of any unexpired term of terminate this Lease in whole or otherwise; provided that Lessor shall have no claim to any portion in part under Sections 1265.120 and 1265.130 of the award that is specifically allocable to Lessee’s relocation expenses California Code of Civil Procedure or the interruption of under any similar Law now or damage to Lessee’s businesshereafter in effect.

Eminent Domain. 15.1 If Except as hereinafter provided, if the Premises Premises, or any such portion thereof are as to render the balance (if reconstructed to the maximum extent practicable in the circumstances) unsuitable for the Tenant’s purposes as contemplated under this Lease, shall be taken as a result of the exercise of the power by condemnation or right of eminent domain, the Landlord or any transfer in lieu thereof, this Lease shall terminate as to the part so taken as of the date the condemning authority takes title or possession, whichever first occurs, and, in the case of a partial taking, either Lessor or Lessee Tenant shall have the right to terminate this Lease as to the balance of the Premises and any separate parking lease by written notice to the other within of its desire to do so, provided that such notice is given not later than thirty (30) days after such date; provided, however, that a condition to receipt by the exercise by Lessee Tenant of notice of the effective date of 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 Lessee’s use of the balance of the Premisestaking. If any material part so much of the Building or Office Building Project shall be so taken as a result of that the exercise of Landlord reasonably determines that it would be reasonably necessary to raze or substantially alter the power of eminent domainBuilding, whether or not the Premises are affected, Lessor Landlord shall have the right to terminate this Lease by written giving notice to Lessee within the Tenant of the Landlord’s desire to do so not later than thirty (30) days after the effective date of such taking. Should any part of the date of Premises be so taken or condemned during the taking. If neither Lessor nor Lessee terminates Term, and should this Lease be not terminated in accordance with the foregoingforegoing provisions, this Lease shall the Landlord agrees to use reasonable efforts to put what may remain in full force and effect as to the portion of the Premises remaining, except that into proper condition for use and occupation as nearly like the Rent and Additional Rent shall be reduced in the proportion that the floor area condition of the Premises prior to such taking as shall be practicable, subject, however, to applicable laws and codes then in existence. If the Garage, or such portion thereof as to render the Tenant’s parking privileges therein impossible or impracticable in the Landlord’s reasonable determination, shall be taken bears by condemnation or right of eminent domain, then the Landlord shall designate, if available to the total floor area Landlord and promptly following any such taking, alternative parking within University Park that may be used for the parking of the Premisesautomobiles of the employees and invitees of the Tenant. Common Areas taken All such alternative parking shall be excluded allocated proportionately among all tenants, including the Tenant, then currently leasing parking spaces within the Garage; provided, however, the number of the Tenant’s parking spaces guaranteed by the Landlord in Exhibit A shall not change. The Tenant shall pay the market rate from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereoftime to time in effect for such alternative parking facilities. In the event the Landlord is unable to secure for the Tenant such alternative parking within sixty (60) days after the later of any the effective date of such taking or the date the Landlord and the Tenant have notice of the effective date of such taking, Lessor the Tenant shall have the right, as its sole remedy, to terminate this Lease and any separate parking lease by notice to the Landlord of its desire to do so, provided that the Tenant’s notice is given not later than ten (10) days following the expiration of the aforesaid sixty (60) day period. Such termination shall be entitled effective thirty (30) days after such notice is given to any and all compensation, damages, income, rent, awardsthe Landlord, or any interest therein whatsoever which may be paid or made such later date specified by the Tenant in connection therewith, and Lessee shall have no claim against Lessor for the value of any unexpired term of this Lease or otherwise; provided that Lessor shall have no claim to any portion of the award that such notice not exceeding one hundred twenty (120) days after such notice is specifically allocable to Lessee’s relocation expenses or the interruption of or damage to Lessee’s businessgiven.

Eminent Domain. 15.1 If If, prior to the Premises date of any closing hereunder, eminent domain proceedings shall be threatened or commenced against all or any portion thereof are taken as a result part of the exercise Premises, Seller agrees that it shall give notice of the power of eminent domainsuch event to Purchaser within ten (10) days after Seller receives official notice thereof. In such event, or any transfer in lieu thereof, this Lease shall terminate as to the part so taken as of the date the condemning authority takes title or possession, whichever first occurs, and, in the case of a partial taking, either Lessor or Lessee Purchaser shall have the right to terminate this Lease as to the balance of the Premises by written notice to the other within thirty (30) days after Seller gives such date; providednotice to (a) elect to proceed with the transaction, however, that a condition to the exercise by Lessee of 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 Lessee’s use of the balance of the Premises. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor shall have the right (b) elect to terminate this Lease by written notice Agreement, in which event the Escrow Deposit shall be forthwith returned to Lessee Purchaser, and thereafter the parties shall have no further obligations or liabilities hereunder, except those obligations and liabilities which survive the closing as specified herein. If Purchaser fails to so exercise either option (a) or (b) within said thirty (30) days of the date of the takingday period, Purchaser shall be deemed to have selected option (a). If neither Lessor nor Lessee terminates this Lease in accordance with option (a) applies, the foregoing, this Lease shall remain in full force and effect as to the portion of the Premises remaining, except that the Rent and Additional Rent shall be reduced in the proportion that the floor area of the Premises taken bears to the total floor area of the Premises. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereof. In the event of any taking, Lessor Purchaser shall be entitled to receive any and all compensation, damages, income, rent, awards, or any interest therein whatsoever which may be paid or payments made in connection therewith, and Lessee shall have no claim against Lessor by the condemning authority for the value of the land taken from the Premises. Except as specifically described in the preceding sentence, Seller reserves exclusively all right, title and interest, including the right to pursue any unexpired term and all causes of action and damage claims and the right to receive any and all compensation or damage awards, arising from condemnation, threat of condemnation, condemnation blight, and any other damage claims arising from any condemnation action, and Purchaser hereby assigns exclusively to Seller all right, title and interest, including the right to pursue any and all causes of action and damage claims and the right to receive any and all compensation or damage awards, arising from condemnation, threat of condemnation, condemnation blight, and any other damage claims arising from any condemnation action. It is the intent of the parties that Seller be considered the "owner" for the pursuit of any and all causes of action and damage claims arising from condemnation, threat of condemnation, condemnation blight, and any other damage claims arising from any condemnation action. Further, it is the intent of the parties that the assignment and reservation set forth herein shall be deemed covenants running with the land that shall be binding upon the heirs, successors and assigns of the parties. The provisions of this Lease or otherwise; provided that Lessor paragraph 11 shall have no claim to any portion of survive the award that is specifically allocable to Lessee’s relocation expenses or the interruption of or damage to Lessee’s business.Closing,

Eminent Domain. 15.1 If If, prior to the Premises or Closing Date, any Seller receives notice that any portion thereof are 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 as a result of the exercise of the power of 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 any transfer in lieu thereofof the condemning authorities’ intention so to take such Property, this Lease shall WRIT MOB - Transaction III terminate as with respect only to the part so taken as impacted Property, provided the impacted Property is not one of the date Necessary Properties, but the condemning authority takes title or possessionClosing shall proceed with respect to the remaining Properties (with the Purchase Price reduced by the Allocated Purchase Price of the impacted Property). If the impacted Property is a Necessary Property, whichever first occurs, and, in the case of a partial taking, either Lessor or Lessee Purchaser shall have the right option of terminating this Agreement with respect to all Properties. If Purchaser does not elect to terminate this Lease as Agreement prior to the balance Closing Date, on the Closing Date all of the Premises 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 award or payment in connection with a taking of less than all of the Property without obtaining Purchaser’s prior written notice consent in each case, which consent shall not be unreasonably withheld or delayed. As used in this Section, “material rights” or “materially adversely affect” means, with respect to a Property, a taking or condemnation that (a) would reduce available parking below that required by, or in general cause a violation of, any Legal Requirements or any Permitted Exceptions, (b) would restrict or impede access to the other within thirty Property, (30c) days after such date; providedwould materially impair the ability to operate the Property as a medical office building, however, that (d) would result in a condition condemnation award reasonably estimated to the exercise by Lessee exceed five percent (5%) of such right to terminate shall be that Property’s Allocated Amount, or (e) would result in a condemnation award that, when combined with the portion amount of all other condemnation awards for takings or condemnations affecting any of the Premises taken shall other Properties, would reasonably be of such extent estimated to exceed two and nature as substantially to handicap, impede or impair Lessee’s use one-half percent (2.5%) of the balance of the Premises. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor shall have the right to terminate this Lease by written notice to Lessee within thirty (30) days of the date of the taking. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoing, this Lease shall remain in full force and effect as to the portion of the Premises remaining, except that the Rent and Additional Rent shall be reduced in the proportion that the floor area of the Premises taken bears to the total floor area of the Premises. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereof. In the event of any taking, Lessor 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 Lessee shall have no claim against Lessor for the value of any unexpired term of this Lease or otherwise; provided that Lessor shall have no claim to any portion of the award that is specifically allocable to Lessee’s relocation expenses or the interruption of or damage to Lessee’s businessPurchase Price.

Eminent Domain. 15.1 If all or substantially all of the Premises or any portion thereof are is taken as by a result of public authority pursuant to the exercise of the power of eminent domain, or any transfer in lieu thereof, this Lease and the Guaranty shall terminate as to the part so taken as of on the date on which the condemning authority takes title or possession, whichever first occurs, and, in the case of a partial taking, either Lessor or Lessee shall have the right to terminate this Lease as to the balance possession of the Premises ("Date of Taking"). If part of the Premises will be taken such that, in Landlord's reasonable opinion (based on the determination of an architect or engineer named by written notice to the other Landlord and reasonably approved by Tenant within thirty (30) days after such date; provided, however, that a condition to the exercise by Lessee notice of such right to terminate shall be that the portion of eminent domain), the Premises taken shall cannot be of such extent restored to an economically viable and nature as substantially to handicaptenantable condition, impede or impair Lessee’s use of the balance of the Premises. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor shall have the right to Landlord may terminate this Lease by written notice to Lessee within as of the Date of Taking upon thirty (30) days prior written notice to Tenant at which time the Guaranty shall also terminate. If Landlord does not terminate this Lease and the condemnation will render twenty (20%) percent or more of the date Building untenantable, Tenant may terminate this Lease effective on the Date of Taking by written notice given no later than thirty (30) days after the determination of the takingarchitect or engineer at which time the Guaranty shall also terminate. If neither Lessor nor Lessee terminates Upon a partial taking which does not result in a termination of this Lease Lease: (i) rent shall be adjusted to reflect the reduced amount of rentable area in accordance with the foregoing, this Lease Building; and (ii) Landlord shall remain in full force restore the Building and effect as Premises to a tenantable unit and Tenant shall be entitled to an abatement of rent until the Building and Premises are made tenantable. Landlord shall not be obligated to replace or restore any improvements or alterations to the portion Premises made by or on behalf of the Premises remainingTenant, except that the Rent and Additional Rent shall be reduced in the proportion that the floor area or any of the Premises taken bears to the total floor area of the PremisesTenant's leasehold improvements, personal property, furniture, fixtures or equipment. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereof. In the event of Upon any taking, Lessor Landlord shall be entitled to any and all compensation, resulting damages, income, rent, awards, awards or any interest therein whatsoever which may be paid or made in connection therewiththerein, and Lessee Tenant shall have no claim against Lessor for the value of any unexpired term of this the Lease or otherwise; provided that Lessor shall have no . Notwithstanding the foregoing, Tenant may independently claim to any portion for the value of the award that is specifically allocable to Lessee’s relocation expenses or the interruption of or damage to Lessee’s businessits furniture, fixtures and equipment as well as its moving expenses.

Eminent Domain. 15.1 If the Premises entire Building or any that portion thereof are taken as a result of the exercise Building which includes all or substantially all of the power of Leased Premises is permanently taken by eminent domain, or any transfer in lieu thereof, this Lease shall automatically terminate as to the part so taken as of the date the condemning authority takes title or possession, whichever first occurs, and, in the case of a partial taking, either Lessor or Lessee shall have the right to terminate this Lease as to the balance 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 Lessee of such right to terminate shall be that the taking. If any portion of the Premises Building is taken shall be of such extent and nature as substantially to handicap, impede or impair Lessee’s use of the balance of the Premises. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of by eminent domain, whether or not the Premises are affected, Lessor Landlord shall also have the right to terminate this Lease by giving written notice thereof to Lessee Tenant within thirty ninety (3090) days of after the date of the taking. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoing, this Lease shall remain in full force and effect as to the only a portion of the Leased Premises remainingis taken by eminent domain and Landlord elects not to terminate this Lease, except that Landlord shall, at its expense, restore the Rent and Additional Leased Premises, exclusive of any improvements or other changes made to the premises by Tenant, to as near the condition which existed immediately prior to the date of taking as reasonably possible. Rent shall be reduced xxxxx during such period of time as the Leased Premises are unusable in the proportion that the floor unusable portion of the Leased Premises shall bear to the entire Leased Premises and upon completion of restoration necessary adjustments shall be made in the Annual Base Rent, additional rent or other costs to reflect a reduction in the size of the Leased Premises and/or the total rentable area of the Premises taken bears Building. Tenant shall have no right to the total floor area any of the Premises. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur award or payment made in connection with respect thereto or by reason thereof. In the event of any takingsuch taking provided, Lessor however, that Tenant shall be entitled to recover any and all compensationseparate amount for Tenant fixtures and/or relocation costs provided under appropriate statutes, damages, income, rent, awards, ordinances or any interest therein whatsoever which may be paid or made regulations. Tenant shall have the --------------------- right to pursue compensation in connection therewith, and Lessee with any such taking provided ------------------------------------------------------------------------ that any award to which Landlord is entitled shall have no claim against Lessor for the value of any unexpired term of this Lease or otherwise; provided that Lessor shall have no claim to any portion of the award that is specifically allocable to Lessee’s relocation expenses or the interruption of or damage to Lessee’s business.not be reduced as a ---------------------------------------------------------------------- result thereof. ---------------

Eminent Domain. 15.1 If the Premises or any portion substantial part thereof or the whole or any part of the Building are taken as a result for any street or other public use, by action of the exercise City or other authorities, or if the Lessor or the Lessee are entitled to or receive any direct or consequential damages by reason of anything lawfully done in pursuance of any public authority, then this lease and the term shall terminate at the election of the power of eminent domain, or any transfer in lieu thereof, Lessor. Lessor may elect so to terminate this Lease shall terminate as to lease even if the part so taken as entire interest of the date Lessor is divested by such a taking. If such taking or condemnation interferes with the condemning authority takes title or possessionbusiness operations of Lessee, whichever first occursexcept if such interference is immaterial, and, in the case of a partial taking, either Lessor or then Lessee shall have the right to terminate this Lease as to the balance of the Premises by written notice to the other within thirty (30) days after such date; providedLease. If, however, that a condition to the exercise by Lessee of 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 Lessee’s use of the balance of the Premises. If any material part of the Building or Office Building Project shall be taken as a result of the exercise a taking or damage to or destruction of the power of eminent domainPremises, whether or not the Premises or any part thereof are affectedrendered unfit for use and occupation, the rent shall be abated proportionately according to the nature and extent of the injury sustained by the Premises until the Premises or, in the case of a taking, what may remain thereof, shall have been put in proper condition. If no termination of the Lease occurs, Lessor shall promptly restore the Premises or what may remain thereof, and if Lessor fails so to restore within 180 days of the effective date of the taking and if the taking has interfered with the operation of Lessee's business (except to an immaterial degree), then Lessee shall have the right to terminate this Lease by written notice to Lessee within Lessor which must be given prior to the completion of said restoration. Any election to terminate shall be made not later than thirty (30) days after receipt by the party of notice of such taking or action or the occurrence of such damage, and shall be effective upon implementation of the date of taking or at dispossession. The Lessor reserves and excepts from this lease all rights to damages resulting from the taking. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoing, this Lease shall remain in full force and effect as to the portion taking for public use of the Premises remainingor any portion thereof, except that or right appurtenant thereto, or privilege or easement in, through, or over the Rent same, and Additional Rent shall be reduced in the proportion that the floor area by way of confirmation of the Premises taken bears foregoing the Lessee hereby grants all rights to such damages previously accrued or accruing during the term to the total floor area of Lessor, to have and to hold for the Premises. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereof. In the event of any taking, Lessor 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 forever; provided however Lessee shall have no claim against Lessor for the value right to seek damages relating to its property, business interruption, and moving so long as it seeks such damages by way of a separate award only and not as part of any unexpired term of this Lease or otherwise; provided that Lessor shall have no claim to any portion of the award that is specifically allocable to Lessee’s relocation expenses or the interruption of or damage to Lessee’s businessgeneral taking award.

Eminent Domain. 15.1 If In the event the Premises or any portion part thereof are shall be 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 therefor, including, but not limited to, all damages as a result compensation for diminution in value of the exercise leasehold, reversion, and fee, shall belong to the Landlord without any deduction therefrom or any present or future estate of Tenant, and Tenant hereby assigns to Landlord all its right, title and interest to any such award. Although all damages in the event of any condemnation are to belong to the Landlord, whether such damages are awarded as compensation for diminution in value of the leasehold, reversion or to the fee of the Premises, Tenant shall have the right to claim and recover from the condemning authority, but not from 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 the condemnation and for or on account of any cost or loss to which Tenant might be put in removing Tenant's merchandise, furniture, fixtures, leasehold improvements and equipment. If the whole of the Premises shall be taken by any public authority under the power of eminent domain, or any transfer this Lease shall terminate as of the day possession shall be taken by such public authority, and Tenant shall pay rent up to that date with an appropriate refund by Landlord of such rent as shall have been paid in lieu thereofadvance for a period subsequent to the date of the taking. If less than twenty-five percent (25%) of the floor space of the Premises shall be so taken, this Lease shall terminate only with respect to the parts so taken as of the day possession shall be taken by such public authority, and Tenant shall pay rent up to that day with an appropriate refund by Landlord of such rent as may have been paid in advance for a period subsequent to the date of the taking and, thereafter, the Fixed Rent shall be equitably adjusted, and Landlord shall at its expense make all necessary repairs or alterations to the basic building and exterior and interior work so as to restore the Premises to its condition prior to such taking. If more than twenty-five percent (25%) of the floor space of the Premises shall be so taken, then this Lease shall terminate with respect to the part so taken from the day possession shall be taken by such public authority, and Tenant shall pay rent up to that day with an appropriate refund by Landlord of such rent as may have been paid in advance for a period subsequent to the date of the date the condemning authority takes title or possession, whichever first occurs, and, in the case of a partial taking, and either Lessor or Lessee party shall have the right to terminate this Lease as to the balance of the Premises by written upon notice to the other in writing within thirty (30) days after such datetaking of possession; providedin the event that Tenant remains in possession, howeverand if Landlord does not so terminate, all of the terms herein provided shall continue in effect except that a condition the rent shall be equitably abated, and Landlord shall make all necessary repairs or alterations to the exercise by Lessee of basic building and exterior and interior work so as to restore the Premises to its condition prior to such right to terminate shall be that the portion taking. If more than fifty percent (50%) of the Premises taken shall be of such extent and nature as substantially to handicap, impede or impair Lessee’s use floor space of the balance of building in which the Premises. If any material part of the Building or Office Building Project Premises are located shall be taken as a result of the exercise of under the power of eminent domain, whether Landlord may, by notice in writing to Tenant delivered on or not before the day of surrendering possession to the public authority, terminate this Lease, and rent shall be paid or refunded as of the date of termination. Notwithstanding the above, if so much of the Premises are affected, Lessor shall have the right to terminate this Lease by written notice to Lessee is permanently taken and Landlord within thirty ninety (3090) days of the date taking does not commence to restore the Premises to an architectural unit suitable for the conduct of Tenant's business, or if the Premises includes less than 2,500 square feet of floor area, then a proportionate abatement of the taking. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoing, this Lease shall remain in full force and effect as to the portion of the Premises remaining, except that the Rent and Additional Fixed Rent shall be reduced in allowed from the proportion that date of such taking until the date Landlord completes the repairs or rebuilding, said proportionate share to be computed on the basis of the relation which the gross square foot floor area of the Premises space rendered taken bears to the total floor gross square foot area of the Premises. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereof. In the event of any taking, Lessor 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 Lessee shall have no claim against Lessor for the value of any unexpired term of this Lease or otherwise; provided that Lessor shall have no claim to any portion of the award that is specifically allocable to Lessee’s relocation expenses or the interruption of or damage to Lessee’s business.

Eminent Domain. 15.1 If In case the Premises or any portion thereof are taken as a result whole of the exercise of Leased Premises shall be taken by any public authority under the power of eminent domaindomain or conveyed by LANDLORD under the threat of such taking, or any transfer in lieu thereof, the term of this Lease shall terminate as to the part so taken as of cease from the date the condemning authority takes title or possession, whichever first occurs, and, in the case of a partial taking, either Lessor or Lessee shall have the right to terminate this Lease as to the balance possession of the Leased Premises by written notice to is required for the other within thirty (30) days after such date; provided, however, that public purpose for which the same is taken or conveyed. In case a condition to the exercise by Lessee of 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 Lessee’s use of the balance of the Premises. If any material part of the Building or Office Building Project Leased Premises shall be taken as a result of the exercise of by any public authority under the power of eminent domain, whether domain or conveyed by LANDLORD under the threat of such taking and such taking is not such as to destroy the Premises are affected, Lessor shall have the right to terminate this Lease by written notice to Lessee within thirty (30) days usefulness of the date Leased Premises for the operation of the taking. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoingTENANT'S business thereon, this Lease shall remain in full force and effect and there shall be no reduction or abatement of rental. If, however, a partial taking does destroy the usefulness of the Leased Premises for the purpose of operation of TENANT'S business thereon, TENANT shall have the right, exercisable by the giving of notice to LANDLORD within ten (10) days after TENANT has been notified of such taking or conveyance, either to terminate this Lease or to continue in the remainder of the Leased Premises under and pursuant to the terms and provisions of this Lease. For the purposes hereof the condemnation (or conveyance under threat thereof) of land along the south side of the Leased Premises for purposes of widening of Lyncx Xxxd shall not be cause for termination of this Lease so long as TENANT is not deprived of access to the Leased Premises. In case of a complete termination of this Lease under the circumstances provided in this Article, the portion of the Premises remaining, except that the Rent and Additional Rent any prepaid payments by LANDLORD to TENANT or by TENANT to LANDLORD which is referable to a period of time subsequent to such termination shall be reduced in the proportion refunded. LANDXXXX xxxees that the floor area he will promptly furnxxx xx TENANT copies of any notices served upon LANDLORD by any public authority notifying LANDLORD of any proposed condemnation of any part of the Premises taken bears to the total floor area of the Leased Premises. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereof. In the event of any taking, Lessor 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 Lessee shall have no claim against Lessor for the value of any unexpired term of this Lease or otherwise; provided that Lessor shall have no claim to any portion of the award that is specifically allocable to Lessee’s relocation expenses or the interruption of or damage to Lessee’s business.

Eminent Domain. 15.1 If the entire Leased Premises shall be substantially taken (either temporarily or permanently) for public purposes, or in the event Landlord shall convey or lease the Real Property to any 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 thereof are taken of the Leased Premises shall be so taken, leased or condemned, and as a result of such partial taking, Tenant is reasonably able to use the exercise remainder of the power Leased Premises for the purposes intended hereunder, then this Lease shall not terminate but, effective as of eminent domainthe date of such taking, leasing or any transfer condemnation, the rent hereunder shall be abated in lieu thereofan amount thereof proportionate to the area of 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 purposes intended hereunder, then this Lease shall terminate as to if the part so taken as of the date the condemning authority takes title entire Leased Premises had been taken, leased or possession, whichever first occurs, and, in the case of a partial taking, either Lessor or Lessee shall have the right to terminate this Lease as to the balance 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 Lessee of 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 Lessee’s use of the balance of the Premises. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor shall have the right to terminate this Lease by written notice to Lessee within thirty (30) days of the date of the taking. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoing, this Lease shall remain in full force and effect as to the portion of the Premises remaining, except that the Rent and Additional Rent shall be reduced in the proportion that the floor area of the Premises taken bears to the total floor area of the Premises. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereofcondemned. In the event of any a taking, Lessor shall be entitled to any and all compensationleasing or condemnation as described in this Section, damageswhether or not there is a termination hereunder, income, rent, awards, or any interest therein whatsoever which may be paid or made in connection therewith, and Lessee Tenant shall have no claim against Lessor for Landlord, other than an adjustment of rent, to the value date of any unexpired term of this Lease taking, leasing or otherwise; provided that Lessor condemnation, and Tenant shall have no claim not be entitled to any portion of the award any amount that is specifically allocable to Lessee’s relocation expenses may be awarded as damages or the interruption paid as a result or in settlement of such proceedings or damage to Lessee’s businessthreat.

Eminent Domain. 15.1 If the whole of the Premises shall be taken or condemned by any competent authority for any public use or purpose or if such portion thereof are shall be taken or condemned as a result shall materially change the character of the exercise of the power of eminent domain, or any transfer in lieu thereof, this Lease shall terminate Premises so as to prevent Tenant from using them in substantially the part so taken same manner as theretofore used, the term hereby granted shall cease on the day prior to the taking of possession by such authority or the date the condemning authority takes day prior to vesting of title or possessionin such authority, whichever first occurs, and, and an appropriate pro rata portion of any rent paid in the case of a partial taking, either Lessor or Lessee shall have the right to terminate this Lease as to the balance of the Premises advance by written notice to the other within thirty (30) days after such date; provided, however, that a condition to the exercise by Lessee of such right to terminate Tenant shall be that the refunded. If a portion of the Premises taken shall be of condemned or taken, and if such extent and nature as substantially to handicap, impede or impair Lessee’s use taking does not result in a material alteration in the character of the balance Premises so as to prevent Tenant from using them in substantially the same manner as theretofore used, then this Lease shall continue in effect, and any damage to the Premises shall be repaired by Tenant. The entire award of damages or compensation for a taking of the Premises, whether such taking be in whole or in part, shall belong to and be the property of Landlord, except for such compensation as may be made for Tenant's moving or relocation expenses, Tenant's business interruption losses, and for the taking of Tenant's trade fixtures, which compensation shall belong to and be the property of Tenant. If any material part of the Building or Office Building Project Premises shall be taken as a result of the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor shall have the right to terminate this Lease condemned by written notice to Lessee within thirty (30) days of the date of the taking. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoingany governmental authority for temporary use or occupancy, this Lease shall remain continue in full force and effect as to without reduction or abatement of rent, and the portion rights of the Premises remaining, except that the Rent and Additional Rent parties shall be reduced in unaffected by the proportion that the floor area other provisions of the Premises taken bears to the total floor area of the Premises. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereofthis Section. In the event of any taking, Lessor such temporary taking the entire award of damages in respect of the Premises shall be entitled belong to Landlord and Tenant assigns Landlord any and all compensationinterest it may have in such award. To the extent Tenant is prevented by such temporary taking or occupancy from fulfilling its obligations hereunder, damages, income, rent, awards, or any interest therein whatsoever which may Tenant's failure to do so shall not be paid or made in connection therewith, and Lessee shall have no claim against Lessor for the value of any unexpired term of deemed a default under this Lease or otherwise; provided that Lessor shall have no claim to any portion of the award that is specifically allocable to Lessee’s relocation expenses or the interruption of or damage to Lessee’s businessLease.

Eminent Domain. 15.1 If Should the Premises Property or any interest therein be taken or damaged by reason of any public use or improvement or condemnation proceeding ("Condemnation"), or should Mortgagor receive any notice or other information regarding such Condemnation, Mortgagor shall give prompt written notice thereof to Bank. Bank shall be entitled to all compensation, awards and other payments or relief granted in connection with such Condemnation and, at its option, may commence, appear in and prosecute in its own name any action or proceedings relating thereto. Bank shall be entitled to make any compromise or settlement in connection with such taking or damage. All compensation, awards, and damages awarded to Mortgagor related to any Condemnation (the "Proceeds") are hereby assigned to Bank and Mortgagor agrees to execute such further assignments of the Proceeds as Bank may require. Bank shall have the option of applying or paying the Proceeds in the same manner as insurance proceeds as provided herein. Mortgagor appoints Bank as its attorney-in-fact to receive and endorse the Proceeds to Bank, which appointment is coupled with an interest and shall be irrevocable as long as any Obligations remain unsatisfied. Environmental Condition of Property and Indemnity. Mortgagor warrants and represents to Bank, except as previously reported by Mortgagor to Bank in writing or contained in any environmental assessment provided to Bank prior to the date hereof, that: (i) Mortgagor has inspected and is familiar with the environmental condition of the Property; (ii) the Property and Mortgagor, and any occupants of the Property, are in compliance with and shall continue to be in compliance with all applicable federal, state and local laws and regulations intended to protect the environment and public health and safety as the same may be amended from time to time ("Environmental Laws"); (iii) the Property is not and has never been used to generate, handle, treat, store or dispose of, in any quantity, oil, petroleum products, hazardous or toxic substances, hazardous waste, regulated substances or hazardous air pollutants ("Hazardous Materials") in violation of any Environmental Laws; (iv) no Hazardous Materials (including friable asbestos or mold in any form) are located on or under the Property or emanate from the Property, except customary amounts of cleaning material, solvents and other material used in the ordinary course of business in strict compliance with all Environmental Laws; (v) there are no unregistered underground storage tanks on the Property that are subject to any underground storage tank registration laws or regulations; (vi) no notice has been received with regard to any Hazardous Material on the Property; (vii) no action, investigation or proceeding is pending or to Mortgagor’s knowledge threatened which seeks to enforce any right or remedy against Mortgagor or the Property under any Environmental Law; and (viii) all licenses, permits and other governmental or regulatory actions necessary for the Property to comply with Environmental Laws shall be obtained and maintained and Mortgagor shall assure compliance therewith. Further, Mortgagor represents to Bank that no portion thereof are taken of the Property is a protected wetland. Mortgagor agrees to notify Bank immediately upon receipt of any citations, warnings, orders, notices, consent agreements, process or claims alleging or relating to violations of any Environmental Laws or to the environmental condition of the Property and shall conduct and complete all investigations and all cleanup actions necessary to comply with the Environmental Laws and to remove, in accordance with Environmental Laws, any Hazardous Material from the Property. Mortgagor shall indemnify, hold harmless, and defend Bank from and against any and all damages, penalties, fines, claims, suits, liabilities, costs, judgments and expenses, including attorneys', consultants' or experts' fees of every kind and nature incurred, suffered by or asserted against Bank as a direct or indirect result of: (i) representations made by Mortgagor in this Section being or becoming untrue in any material respect; (ii) Mortgagor’s violation of or failure to meet the exercise requirements of any Environmental Laws; or (iii) Hazardous Materials which, while the power of eminent domainProperty is subject to this Mortgage, or any transfer in lieu thereof, this Lease shall terminate as to exist on the part so taken as of the date the condemning authority takes title or possession, whichever first occurs, and, in the case of a partial taking, either Lessor or Lessee Property. Bank shall have the right to terminate this Lease as to the balance arrange for or conduct environmental inspections of the Premises by written notice Property from time to time (including the other within thirty (30) days after such date; providedtaking of soil, howeverwater, that a condition to the exercise by Lessee air or material samples). The cost of such right inspections made after Default or which are required by laws or regulations applicable to terminate Bank shall be that the portion borne by Mortgagor. However, Mortgagor's indemnity shall not apply to any negligent or intentional act of the Premises taken Bank which takes place after foreclosure or satisfaction of this Mortgage. These indemnification obligations are in addition to General Indemnification provisions set forth hereafter. Mortgagor’s Obligations under this section shall be of such extent continue, survive and nature as substantially to handicap, impede or impair Lessee’s use of the balance of the Premises. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor shall have the right to terminate this Lease by written notice to Lessee within thirty (30) days of the date of the taking. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoing, this Lease shall remain in full force and effect as to notwithstanding the portion repayment of the Premises remainingObligations, except that a foreclosure of or exercise of power of sale under this instrument, a delivery of a deed in lieu of foreclosure, a cancellation or termination of record of this instrument and the Rent and Additional Rent shall be reduced in the proportion that the floor area transfer of the Premises taken bears to the total floor area of the Premises. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereof. In the event of any taking, Lessor 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 Lessee shall have no claim against Lessor for the value of any unexpired term of this Lease or otherwise; provided that Lessor shall have no claim to any portion of the award that is specifically allocable to Lessee’s relocation expenses or the interruption of or damage to Lessee’s businessProperty.

Eminent Domain. 15.1 If the Premises leased property, or any portion thereof are part thereof, is taken as a result of the exercise of the power of by eminent domain, then, at the option of either Landlord or any transfer in lieu thereofTenant, this Lease shall terminate as to expire on the part date when the leased property shall be so taken and the rent shall be apportioned as of the date the condemning authority takes title or possession, whichever first occurs, and, in the case of a partial taking, either Lessor or Lessee shall have the right to terminate this Lease as to the balance of the Premises by written notice to the other within thirty (30) days after such that date; provided, however, that a condition to the exercise by Lessee of 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 Lessee’s use of the balance of the Premises. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor shall have the right to terminate this Lease by written notice to Lessee within thirty (30) days of the date of the taking. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoing, this Lease shall remain in full force and effect as to the portion of the Premises remaining, except that the Rent and Additional Rent shall be reduced in the proportion that the floor area of the Premises taken bears to the total floor area of the Premises. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereof. In the event of any such taking, Lessor Tenant shall have the right at its election to continue to occupy all or part of the leased premises to the extent permitted by law between the date of such taking and the time when physical possession of the leased premises shall be entitled taken subject to any and all compensation, damages, income, rent, awards, or any interest therein whatsoever which may be paid or made in connection therewith, and Lessee shall have no claim against Lessor for the value of any unexpired term provisions of this Lease insofar as reasonably applicable to such occupancy, but the amount charged Tenant by any such taking authority or otherwise; provided its assigns for rent or occupancy shall be deducted from the rent paid or payable by Tenant hereunder. Notwithstanding the foregoing, nothing herein shall prohibit Tenant, to the extent permitted by law, from prosecuting its own claim for such damages sustained through such taking as the law may provide to Tenant in its capacity as Tenant, including compensation for moving expenses, fixtures and "special damages," so-called, so long as the same do not infringe upon or diminish the damages sought by Landlord. If Tenant shall not be entitled by law to prosecute such a claim in its own name, it may do so in, the name of Landlord. In the event that Lessor shall have no claim Tenant does not elect to any portion terminate this lease pursuant to this Section following a taking of less than the entire leased premises, Landlord (acting either through the association of unit owners of the award that is specifically allocable Condominium or on its own account) shall promptly restore the remaining portion thereof so as to Lessee’s relocation expenses or constitute an integral rental unit and the interruption of or damage to Lessee’s businessrental due hereunder shall be equitably abated.

Eminent Domain. 15.1 If In the Premises or any portion thereof are taken as a result event that the whole of the exercise of the power Leased Premises shall be taken or condemned for any public or quasi-public use or purpose by any competent authority in appropriation proceedings or by any right of eminent domain, or any transfer in lieu thereof, then this Lease shall terminate as to the part so taken as of the date the condemning authority takes title or possession, whichever first occurs, and, vests in the case condemnor, all rents and other payments shall be paid up to that date, and Landlord and Tenant shall have no further obligations by reason of a partial takingthe provisions of this Lease. In the event that less than the whole of the Leased Premises is so taken or condemned, either Lessor or Lessee then Landlord and Tenant shall each have the right to terminate this Lease as to the balance of the Premises by upon written notice to the other within given at least thirty (30) days after such date; provided, however, that a condition prior to the exercise by Lessee of such right to terminate shall be that date title vests in the portion of the Premises taken shall be of such extent condemnor, and nature as substantially to handicap, impede or impair Lessee’s use of the balance of the Premises. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor shall have the right to terminate this Lease by written notice to Lessee within thirty (30) days shall terminate as of the date title vests in the condemnor, all rents and other payments shall be paid up to date, and Landlord and Tenant shall have no further obligations by reason of the takingprovisions of this Lease. If In the event that neither Lessor nor Lessee terminates party shall elect to so terminate this Lease Lease, Landlord, to the extent of the condemnation award, shall repair and restore the portion not affected by the taking so as to constitute the remaining premises a complete architectural unit. Thereafter, the rent to be paid by Tenant shall be adjusted proportionately according to the ratio that the floor area remaining in accordance with the foregoingLeased Premises bears to the former floor area in the Leased Premises, and all of the other terms of this Lease shall remain in full force and effect as effect. Tenant shall have no interest in any award resulting from any condemnation or eminent domain or similar proceedings whether such award be for diminution in value to the portion leasehold or to the fee of the Premises remainingLeased Premises, except that the Rent and Additional Rent shall be reduced in the proportion that the floor area of the Premises taken bears to the total floor area of the Premises. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereof. In the event of any taking, Lessor Tenant shall be entitled to any claim, prove and all compensation, damages, income, rent, awards, or any interest therein whatsoever which receive in such proceedings such award as may be paid or made in connection therewithallowed it for loss of business, relocation, and Lessee shall have no claim against Lessor for Tenant's trade fixtures and personal property which are removable by Tenant at the value end of any unexpired the term of this Lease or otherwise; provided that Lessor such award shall have no claim be in addition to any portion of the award that is specifically allocable to Lessee’s relocation expenses or the interruption of or damage to Lessee’s businessfor land and buildings.

Eminent Domain. 15.1 If all or any part of the Premises shall be taken or any portion thereof are taken conveyed as a result of the exercise of the power of eminent domain, or any transfer in lieu thereof, this the Lease shall terminate as to the part so taken as of the date the condemning authority takes title or possession, whichever first occursof taking, and, in the case of a partial taking, either Lessor Landlord or Lessee Tenant shall have the right to terminate this the Lease as to the balance 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 Lessee 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 Lessee’s Tenant's use of the balance of the Premises. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor shall have the right to terminate this Lease by written notice to Lessee within thirty (30) days of the date of the taking. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoing, this Lease shall remain in full force and effect as to the portion of the Premises remaining, except that the Rent and Additional Rent shall be reduced in the proportion that the floor area of the Premises taken bears to the total floor area of the Premises. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereof. In the event of any taking, Lessor Landlord shall be entitled to any and all compensation, damages, income, rent, awards, rent awards or any interest therein whatsoever which may be paid or made in connection therewith, and Lessee Tenant shall have no claim against Lessor Landlord for the value of any unexpired term of this the Lease or otherwise; , provided that Lessor Tenant shall have no claim be entitled to any portion 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 award then unamortized value of such improvements for the remaining term of the Lease. 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 is specifically allocable thereafter the rent to Lessee’s relocation expenses or be paid by Tenant shall be in the interruption ratio that the area of or damage the Premises not so taken bears to Lessee’s businessthe total area of the Premises prior to such taking.

Eminent Domain. 15.1 If the Premises or any portion thereof are taken as a result part of the exercise of Research Campus or Building shall be taken or appropriated under the power of eminent domain, domain or any transfer conveyed in lieu thereof, this Lease shall terminate as to so that Landlord's or Tenant's activities are materially affected, the part so taken as of the date the condemning authority takes title or possession, whichever first occurs, and, in the case of a partial taking, either Lessor or Lessee affected party shall have the right to terminate this Lease as Agreement at its option, said election to be made within sixty (60) days of the effective date of the taking. Landlord's activities shall have been materially affected if, in the reasonable exercise of Landlord's judgment, Landlord determines that one or more components necessary to the balance 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 Lessee of 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 Lessee’s use of the balance of the Premises. If any material part operation of the Building or Office Building Project generally (i.e., not limited in its use to the areas where Landlord performs proprietary research) has been taken and cannot reasonably be replaced. Tenant shall determine whether its activities have been materially affected, but Tenant's determination shall not be unreasonable, and Tenant's activities shall be taken as a result deemed not to have been materially affected if Landlord makes available for Tenant's use comparable space elsewhere in the laboratory wing of the Building. Landlord shall receive any income, rent, award or interest therein which may be paid in connection with the exercise of the such power of eminent domain, whether or not the Premises are affected, Lessor shall have the right to terminate this Lease by written notice to Lessee within thirty (30) days of the date of the taking. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoing, this Lease shall remain in full force and effect as to the portion of the Premises remaining, except that the Rent and Additional Rent shall be reduced in the proportion that the floor area of the Premises taken bears to the total floor area of the Premises. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereof. In the event of any taking, Lessor 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 Lessee Tenant shall have no claim against Lessor Landlord for any part of any such paid by virtue of such proceedings, whether or not attributable to the value of any the unexpired term of this Lease or otherwise; Agreement, except that Tenant may file a separate claim for any taking of fixtures and improvements owned by Tenant and for moving expenses, provided that Lessor shall have as to said separate claim, it in no claim event reduces the award made to any portion Landlord. Tenant hereby releases and assigns to Landlord all Tenant's rights to such awards and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. If a part of the award that is specifically allocable Demised Premises shall be so taken or appropriated or conveyed and neither party hereto shall elect to Lessee’s relocation expenses terminate this Agreement and the Demised Premises have been damaged as a consequence of such partial taking or the interruption of appropriation or conveyance, Landlord shall repair or restore any injury or damage to Lessee’s businessthe Demised Premises, Alterations, and any other improvements to the Demised Premises, made by or at the expense of Tenant that are a part of the Building, and the future rent shall be equitably abated to reflect the part of the Demised Premises lost to Tenant. Landlord shall not be required to repair or restore equipment, fixtures, improvements, or the like, owned by Tenant.

Eminent Domain. 15.1 If Except as hereinafter provided, if Building N2 or Xxxxxxxx X0, or such portion thereof (or the access thereto unless comparable replacement access is provided) shall be taken by condemnation or right of eminent domain as to materially impair (if reconstructed to the maximum extent practicable in the circumstances) the continued conduct of the Tenant’s business at the Premises, or the Property Common Areas, or such portion thereof as to render the Premises or any portion thereof are taken as a result inaccessible such that the continued conduct of the exercise of the power of eminent domain, or any transfer in lieu thereof, this Lease shall terminate as to the part so taken as of the date the condemning authority takes title or possession, whichever first occurs, and, in the case of a partial taking, either Lessor or Lessee shall have the right to terminate this Lease as to the balance of Tenant’s business at the Premises by written notice to is materially impaired, and the other Landlord has no reasonable means of remedying or replacing said problem within thirty two hundred and seventy (30270) days after such date; provided, however, that a condition to the exercise by Lessee date of such right to terminate shall be that taking, the portion of the Premises taken shall be of such extent and nature as substantially to handicap, impede or impair Lessee’s use of the balance of the Premises. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor Tenant shall have the right to terminate this Lease by written notice to Lessee within thirty the Landlord of its desire to do so, provided that such notice is given not later than forty five (3045) days of after the effective date of the such taking. If neither Lessor nor Lessee terminates so much of the Premises, or so much of the Property Common Areas, shall be so taken that it would be appropriate to raze the Premises, or due to the lack of sufficient proceeds from the eminent domain taking not retained by any mortgagee or ground lessor, what may remain of the Premises and the Property cannot be put into a condition such that the continued conduct of the Tenant’s business is not materially impaired, then each of the Landlord and the Tenant may terminate this Lease by giving notice to the other of its desire to do so not later than forty five (45) days after the effective date of such taking. Should any part of the Premises or the Property be so taken or condemned during the Term, and should this Lease be not terminated in accordance with the foregoingforegoing provisions, this Lease shall the Landlord agrees to use diligent efforts to put what may remain in full force and effect as to the portion of the Premises remaining, except that and the Rent Property into proper condition for use and Additional Rent shall be reduced in occupation as nearly like the proportion that the floor area condition of the Premises taken bears and the Property prior to the total floor area of the Premises. Common Areas taken such taking as shall be excluded practicable, subject, however, to applicable laws and codes then in existence, and so long as the proceeds actually received by the Landlord from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereofeminent domain taking are sufficient therefor. In no event shall the event Landlord be obligated to expend more than the amount of any taking, Lessor 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 Lessee shall have no claim against Lessor for proceeds from the value of any unexpired term of this Lease or otherwise; provided that Lessor shall have no claim to any portion of eminent domain taking actually received by the award that is specifically allocable to Lessee’s relocation expenses or the interruption of or damage to Lessee’s businessLandlord on such work.

Eminent Domain. 15.1 If the entire Property or Premises or any portion thereof are shall be taken as a result of the exercise of the by public authority under power of eminent domain, or any transfer in lieu thereof, this Lease shall terminate as to of the date of such taking, as though such date were the date originally stipulated in Section 1.1 for the end of the Term and the Annual Base Rent and additional charges shall be apportioned as of such date. In the event that any substantial part so of the Premises or the Building or its common areas is taken (other than for temporary use, hereafter described) by public authority under power of eminent domain (or by conveyance in lieu thereof), this Lease may be terminated at Landlord’s or Tenant’s election within 30 days after notice of such taking, and rent shall be apportioned as of the date the condemning authority takes title or possession, whichever first occurs, and, in the case of a partial taking, either Lessor or Lessee shall have the right to terminate termination. If this Lease is not terminated as aforesaid, subject to the balance rights of mortgagees, Landlord shall within a reasonable time thereafter, diligently restore what may remain of the Premises (excluding any Tenant Property or other items installed or paid for by written notice Tenant that Tenant is permitted or may be required to remove upon expiration) to a tenantable condition. In the other within thirty (30) days after such date; provided, however, that a condition to the exercise by Lessee of such right to terminate shall be that the event some portion of the Premises taken shall be of such extent and nature as substantially to handicap, impede or impair Lessee’s use of the balance of the Premises. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor shall have the right to terminate this Lease by written notice to Lessee within thirty (30) days of the date of the taking. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoing, this Lease shall remain in full force and effect as to the portion of the Premises remaining, except that the Rent and Additional Rent shall be reduced in the proportion that the rentable floor area of the Premises is taken bears to (other than for temporary use) and this Lease is not terminated, Annual Base Rent shall be proportionally abated for the total floor area remainder of the Premises. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereofTerm. In the event of any takingtaking of the Premises or any part thereof for temporary use, Lessor (i) this Lease shall be and remain unaffected thereby and rent shall not xxxxx, and (ii) Tenant shall be entitled to any and all compensation, damages, income, rent, awards, receive for itself such portion or any interest therein whatsoever which may be paid or made in connection therewith, and Lessee shall have no claim against Lessor for the value portions of any unexpired term of this Lease or otherwise; provided that Lessor shall have no claim award made for such use with respect to any portion the period of the award taking that is specifically allocable within the Term. Any specific damages that are expressly awarded to Lessee’s Tenant on account of its relocation expenses or Tenant Property, and specifically so designated, shall belong to Tenant. Except as provided in the interruption 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 damage by reason of any act of any public authority for which damages are payable. Tenant agrees to Lessee’s businessexecute such further instruments of assignment as may be reasonably requested by Landlord, in order to implement the foregoing.

Eminent Domain. 15.1 If the Premises or any portion thereof are taken as a result whole of the exercise of Premises, or so much thereof as to render the balance unusable by the Lessee, shall be taken under power of eminent domain, or any transfer in lieu thereof, this Lease shall automatically terminate as to the part so taken as of the date of such condemnation, or as of the date possession is taken by the condemning authority takes title or possessionauthority, whichever first occursis earlier. No award for any partial or entire taking shall be apportioned, and, in and the case of a partial taking, either Lessor or Lessee shall have the right to terminate this Lease as hereby assigns to the balance Lessor any award which may be made in such taking or condemnation, together with any and all rights of the Premises by written notice Lessee now or hereafter arising in or to the other within thirty (30) days after such datesame or any part thereof; provided, however, that a condition nothing contained herein shall be deemed to give the Lessor any interest in or to require the Lessee to assign to the exercise by Lessee of 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 Lessee’s use of the balance of the Premises. If Lessor any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor shall have the right to terminate this Lease by written notice to Lessee within thirty (30) days of the date of the taking. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoing, this Lease shall remain in full force and effect as award made to the portion Lessee for its relocation expenses, the taking of the Premises remaining, except that the Rent personal property and Additional Rent shall be reduced in the proportion that the floor area of the Premises taken bears fixtures belonging to the total floor area of the Premises. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereof. In the event of any takingLessee, Lessor 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 Lessee shall have no claim against Lessor for the value of any unexpired term of this Lease or otherwise; provided that Lessor shall have no claim to any portion of the award that is specifically allocable to Lessee’s relocation expenses or the interruption of or damage to the Lessee’s businessbusiness and/or for the Lessee’s unamortized cost of leasehold improvements. The unamortized portion of the Lessee’s expenditures for improving the Premises shall be determined by multiplying such expenditures by a fraction, the numerator of which shall be the number of years of the term of this Lease which shall not have expired at the time of such appropriation or taking and the denominator of which shall be the number of years of the term of this Lease which shall not have expired at the time of improving the Premises. In no event shall options to renew or extend be taken into consideration in determining the payment to be made to the Lessee. The Lessee’s right to receive compensation or damages for its fixtures and personal property shall not be affected in any manner thereby.

Eminent Domain. 15.1 If the Premises or any portion thereof are the Project is taken as a result of the exercise of the power by right of eminent domain, domain or any transfer conveyed in lieu thereofthereof (a "Taking"), and such Taking prevents Tenant from reasonably conducting its business in the Premises in a manner reasonably comparable to that conducted by Tenant immediately before such Taking, then Tenant may terminate this Lease shall terminate as to the part so taken as of the date of such Taking by giving written notice to Landlord within thirty (30) days after the condemning authority takes title or possessionTaking, whichever first occurs, and, in and rent shall be apportioned as of the case date of a partial taking, either Lessor or Lessee shall have the right to such Taking. If Tenant does not terminate this Lease Lease, then rent shall be abated on a reasonable basis as to the balance that portion of the Premises rendered untenable by the Taking. If all or a material portion of the Building becomes subject to a Taking, then this Lease, at the option of Landlord, exercised by written notice to the other Tenant within thirty (30) days after such dateTaking, shall terminate and rent shall be apportioned as of the date of such Taking. 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 thereof; provided, however, that nothing contained herein shall be deemed to give Landlord any interest in or to require Tenant to assign to Landlord any award made to 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 for the interruption of, or damage to, Tenant's business. In the event of a condition partial taking described in this Article 18, or a sale, transfer or conveyance in lieu thereof which does not result in a termination of this Lease, the rent shall be apportioned according to the exercise by Lessee of such right to terminate shall be ratio that the portion part of the Premises taken shall be of such extent and nature as substantially to handicap, impede or impair Lessee’s use of the balance of the Premises. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor shall have the right to terminate this Lease remaining useable by written notice to Lessee within thirty (30) days of the date of the taking. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoing, this Lease shall remain in full force and effect as to the portion of the Premises remaining, except that the Rent and Additional Rent shall be reduced in the proportion that the floor area of the Premises taken Tenant bears to the total floor area of the Premises. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereof. In the event of any taking, Lessor shall be entitled to Tenant hereby waives any and all compensation, damages, income, rent, awards, or any interest therein whatsoever which may be paid or made in connection therewith, and Lessee shall rights it might otherwise have no claim against Lessor for the value of any unexpired term of this Lease or otherwise; provided that Lessor shall have no claim pursuant to any portion Section 1265.130 of the award that is specifically allocable to Lessee’s relocation expenses or the interruption California Code of or damage to Lessee’s businessCivil Procedure.

Eminent Domain. 15.1 If at any time during the term of this Lease a substantial part of the Premises shall be taken for any public or quasi-public use, under any portion thereof are taken as a result of the exercise of the power statute, or by right of eminent domain, or any transfer in lieu thereofthen when possession shall have been taken of the Premises by the condemning authority, the term of this Lease Lease, and all right of the Tenant under this Lease, shall terminate as immediately cease and terminate, and the rent shall be apportioned and paid to the part time of such termination. If less than a substantial portion of the Premises shall be so taken as or condemned but the utility of the date the condemning authority takes title Premises to Tenant shall be destroyed by such taking or possessioncondemnation, whichever first occurs, and, in the case of a partial taking, either Lessor or Lessee Tenant shall have the right option to terminate this Lease as to the balance of the Premises date of such taking or condemnation by delivery of written notice of exercise of such option to the other within Landlord, not later than thirty (30) days after the condemning authority shall have taken possession. If such date; providedoption is exercised by Tenant, however, that a condition rent shall be apportioned to the exercise by Lessee of such right to terminate shall be that the portion date Tenant surrenders possession of the Premises taken shall be of such extent and nature as substantially to handicap, impede or impair Lessee’s use of the balance of the PremisesLandlord. If any material part of the Building or Office Building Project shall be taken as a result of the Tenant does not exercise of the power of eminent domain, whether or not the Premises are affected, Lessor shall have the right such option to terminate this Lease by written notice to Lessee within thirty (30) days of the date of the taking. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoingLease, this Lease shall remain in full force and effect as to the portion of the Premises remaining, except that the Rent and Additional Rent rent shall be reduced in the proportion that the floor area of the building(s) on the Premises which are taken or condemned bears to the total floor area of the building(s) on the Premises. Common Areas taken If this Lease is not terminated by reason of a condemnation, Landlord shall to the extent of severance damages received by Landlord in connection with such condemnation, repair any damage to the Premises caused by such condemnation, and Tenant shall pay any amount in excess of such severance damages required to complete such repair. If this Lease is terminated because of condemnation, such termination shall be excluded without prejudice to the rights of either Landlord or Tenant to recover compensation from the Common Areas usable condemning authority for any loss or damage caused by Lessee and no reduction of Rent such condemnation. Neither Landlord nor Tenant shall occur with respect thereto have any rights in or by reason thereof. In the event of any taking, Lessor shall be entitled to any and all compensation, damages, income, rent, awards, or any interest therein whatsoever which may be paid or award made in connection therewith, and Lessee shall have no claim against Lessor for to the value of any unexpired term of this Lease or otherwise; provided that Lessor shall have no claim to any portion of other by the award that is specifically allocable to Lessee’s relocation expenses or the interruption of or damage to Lessee’s businesscondemning authority.

Eminent Domain. 15.1 If all or any part of the Premises shall be taken or any portion thereof are taken conveyed as a result of the exercise of the power of eminent domain, or any transfer in lieu thereof, this the Lease shall terminate as to the part so taken as of the date the condemning authority takes title or possession, whichever first occursof taking, and, in the case of a partial taking, either Lessor Landlord or Lessee Tenant shall have the right to terminate this the Lease as to the balance 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 Lessee 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 LesseeTenant’s use of the balance of the Premises. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor shall have the right to terminate this Lease by written notice to Lessee within thirty (30) days of the date of the taking. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoing, this Lease shall remain in full force and effect as to the portion of the Premises remaining, except that the Rent and Additional Rent shall be reduced in the proportion that the floor area of the Premises taken bears to the total floor area of the Premises. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereof. In the event of any taking, Lessor Landlord shall be entitled to any and all compensation, damages, income, rent, awards, rent awards or any interest therein whatsoever which may be paid or made in connection therewith, and Lessee Tenant shall have no claim against Lessor Landlord for the value of any unexpired term of this the Lease or otherwise; , provided that Lessor Tenant shall have no claim be entitled to any portion 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 award then unamortized value of such improvements for the remaining Term of the Lease. 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 is specifically allocable thereafter the Rents to Lessee’s relocation expenses or be paid by Tenant shall be in the interruption ratio that the area of or damage the Premises not so taken bears to Lessee’s businessthe total area of the Premises prior to such taking.

Eminent Domain. 15.1 If the Premises or any portion thereof are taken as a result whole of the exercise of Premises, or so much thereof as to render the balance unusable by the Lessee, shall be taken under power of eminent domain, or any transfer in lieu thereof, this Lease shall automatically terminate as to the part so taken as of the date of such condemnation, or as of the date possession is taken by the condemning authority takes title or possessionauthority, whichever first occursis earlier. No award for any partial or entire taking shall be apportioned, and, in and the case of a partial taking, either Lessor or Lessee shall have the right to terminate this Lease as hereby assigns to the balance Lessor any award which may be made in such taking or condemnation, together with any and all rights of the Premises by written notice Lessee now or hereafter arising in or to the other within thirty (30) days after such datesame or any part thereof; provided, however, that a condition nothing contained herein shall be deemed to give the Lessorany interest in or to require the Lessee to assign to the exercise by Lessee of 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 Lessee’s use of the balance of the Premises. If Lessor any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor shall have the right to terminate this Lease by written notice to Lessee within thirty (30) days of the date of the taking. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoing, this Lease shall remain in full force and effect as award made to the portion Lessee for its relocation expenses, the taking of the Premises remaining, except that the Rent personal property and Additional Rent shall be reduced in the proportion that the floor area of the Premises taken bears fixtures belonging to the total floor area of the Premises. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereof. In the event of any takingLessee, Lessor 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 Lessee shall have no claim against Lessor for the value of any unexpired term of this Lease or otherwise; provided that Lessor shall have no claim to any portion of the award that is specifically allocable to Lessee’s relocation expenses or the interruption of or damage to the Lessee’s business's business and/or for the Lessee's unamortized cost of leasehold improvements. The unamortized portion of the Lessee's expenditures for improving the Premises shall be determined by multiplying such expenditures by a fraction, the numerator of which shall be the number of years of the term of this Lease which shall not have expired at the time of such appropriation or taking and the denominator of which shall be the number of years of the term of this Lease which shall not have expired at the time of improving the Premises. In no event shall options to renew or extend be taken into consideration in determining the payment to be made to the Lessee. The Lessee's right to receive compensation or damages for its fixtures and personal property shall not be affected in any manner thereby.

Eminent Domain. 15.1 (a) If the Premises or any material portion thereof are taken as a result of the Project shall be taken for any public or quasi-public purpose by any lawful power or authority by exercise of the power right of appropriation, condemnation or eminent domain, or any transfer in lieu thereof, this Lease shall terminate sold to prevent such taking to such an extent as to render untenantable the part so taken as entirety of the date Premises or such a material portion of the condemning authority takes title or possession, whichever first occurs, and, in Premises that Tenant's operation from the case remainder of a partial takingthe Premises is not reasonably practicable as reasonably determined by the parties, either Lessor or Lessee party shall have the right to terminate this Lease effective as to the balance of the Premises date possession is required to be surrendered to said authority by written notice to the other within thirty (30) days after party by the effective date of such date; providedtaking. Tenant shall not assert any claim against Landlord or the taking authority for any compensation because of such taking, however, that other than a condition claim for any award attributable to the exercise by Lessee of 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 Lessee’s use of the balance of the Premises. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor shall have the right to terminate this Lease by written notice to Lessee within thirty (30) days of the date of the taking. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoing, this Lease shall remain in full force and effect as to the portion of the Premises remaining, except that the Rent and Additional Rent shall be reduced in the proportion that the floor area of the Premises taken bears to the total floor area of the Premises. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereof. In the event value of any takingpersonal property or trade fixtures of Tenant which are taken, Lessor costs of Tenant's relocation, and Tenant hereby assigns to Landlord all of Tenant's interest in, and Landlord shall be entitled to receive, the entire amount of any and all compensationother award without deduction for any estate or interest of Tenant (including, damageswithout limitation, income, rent, awards, or any interest therein whatsoever which may be paid or made in connection therewith, and Lessee shall have no claim against Lessor for award attributable to the value of any unexpired term the remaining Term of this Lease or otherwise; provided that Lessor Lease). If neither Tenant nor Landlord so elects to terminate, Landlord shall, to the extent of proceeds received, commence to restore the Premises to substantially their same condition prior to such partial taking, and a proportionate allowance shall have no claim be made to any portion Tenant for the Monthly Base Rent and Tenant's obligation for payment of Tenant's Expenses Excess corresponding to the time during which, and to the part of the Premises of which, Tenant shall be so deprived on account of such taking and restoration. Nothing contained in this Section 19(a) shall be deemed to give Landlord any interest in any award that is specifically allocable made to Lessee’s relocation expenses Tenant for the taking of Tenant's personal property and trade fixtures or the interruption for Tenant's costs of or damage to Lessee’s businessrelocation.

Eminent Domain. 15.1 If any part over fifteen percent (15%) of the Premises shall be taken or any portion thereof are taken as a result of the exercise of appropriated under the power of eminent domain, domain or any transfer conveyed in lieu thereof, this Lease shall terminate as to the part so taken as of the date the condemning authority takes title or possession, whichever first occurs, and, in the case of a partial taking, either Lessor or Lessee Tenant shall have the right to terminate this Lease as at its option. In such event, Landlord shall receive (and Tenant shall assign to Landlord upon demand from Landlord) any 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 part of sum paid by virtue of such proceedings, whether or not attributable to the balance value of the unexpired term of this Lease except that Tenant shall be entitled to petition the condemning authority for the following: (i) the then unamortized cost of any Alterations paid for by Tenant from its own funds (as opposed to any allowance, including the Tenant Allowance, provided by Landlord); (ii) the value of Tenant's trade fixtures; (iii) Tenant's relocation costs; and (iv) Tenant's goodwill, loss of business and business interruption. 1f a part of the Premises by written notice shall be so taken or appropriated or conveyed and neither party hereto shall elect to terminate this Lease and the other within thirty (30) days after Premises have been damaged as a consequence of such datepartial taking or appropriation or conveyance, Landlord shall restore the Premises continuing under this Lease at Landlord's cost and expense; provided, however, that a condition Landlord shall not be required to repair or restore any injury or damage to the exercise property of Tenant or to make any repairs or restoration of any Alterations installed on the Premises by Lessee or at the expense of such right Tenant. Thereafter, the Monthly Base Rent and Additional Charges to terminate be paid under this Lease for the remainder of the Term shall be proportionately reduced, 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 taking. Notwithstanding anything to the contrary contained in this Paragraph 21, if the temporary use or occupancy of any part of the Premises shall be taken or appropriated under power of eminent domain during the Term, this Lease shall be and remain unaffected by such extent taking or appropriation and nature as substantially Tenant shall continue to handicappay in full all Monthly Base Rent and Additional Charges payable hereunder by Tenant during the Term. In the event of any such temporary appropriation or taking, impede Tenant shall be entitled to receive that portion of any award which represents compensation for the use of or impair Lessee’s 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 two hundred and seventy (270) days and unreasonably interferes with Tenant's use of the balance of Premises or the Premises. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domainCommon Area, whether or not the Premises are affected, Lessor then Tenant shall have the right to terminate the Lease. Landlord and Tenant understand and agree that the provisions of this Lease by written notice Paragraph 21 are intended to Lessee within thirty (30) days govern fully the rights and obligations of the date of the taking. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoing, this Lease shall remain in full force and effect as to the portion of the Premises remaining, except that the Rent and Additional Rent shall be reduced parties in the proportion that the floor area event of the Premises taken bears to the total floor area a Taking of all or any portion of the Premises. Common Areas taken shall be excluded from Accordingly, the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereof. In the event of parties each hereby waives any taking, Lessor shall be entitled right to any and all compensation, damages, income, rent, awards, or any interest therein whatsoever which may be paid or made in connection therewith, and Lessee shall have no claim against Lessor for the value of any unexpired term of terminate this Lease in whole or otherwise; provided that Lessor shall have no claim to any portion in part under Sections 1265.120 and 1265.130 of the award that is specifically allocable to Lessee’s relocation expenses California Code of Civil Procedure or the interruption of under any similar Law now or damage to Lessee’s businesshereafter in effect.

Eminent Domain. 15.1 If any part of the Subleased Premises or the Facility shall be taken by the exercise of eminent domain or by action of any portion thereof are taken public or other authority, and if, as a result of the exercise of the power of eminent domain, or any transfer in lieu thereof, this Prime Lessor or Sublessor is entitled and elects to terminate the Prime Lease shall terminate as pursuant to the part so taken provisions of Article 11, then Sublessor shall notify Sublessee of such termination and this Sublease shall likewise terminate as of the effective date of the condemning authority takes title or possessiontermination of the Prime Lease. If this Sublease is not terminated as aforesaid, whichever first occursa just proportion of the Basic Rent and Additional Rent, andaccording to the nature and extent of the portion of the Subleased Premises rendered untenantable, in shall be abated until use and occupancy of substantially all of the case remaining portion of a partial taking, either Lessor or Lessee the Subleased Premises shall have been granted to the right Sublessee as aforesaid, and thereafter a just proportion of the Basic Rent, according to terminate this Lease as to the nature and extent of the portion of the Subleased Premises so taken, shall be abated for the balance 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 Lessee of 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 Lessee’s use of the balance of the Premises. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor shall have the right to terminate this Lease by written notice to Lessee within thirty (30) days of the date of the taking. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoing, this Lease shall remain in full force and effect as to the portion of the Premises remaining, except that the Rent and Additional Rent shall be reduced in the proportion that the floor area of the Premises taken bears to the total floor area of the Premises. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereof. In the event of any taking, Lessor 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 Lessee shall have no claim against Lessor for the value of any unexpired term of this Lease Sublease. Prime Lessor reserves and accepts all rights to damages to the Subleased Premises, including, without limitation, the Facility and the leasehold improvements therein, accrued or otherwisesubsequently accruing by reason of anything lawfully done in pursuance of any public or other authority; provided that and, by way of confirmation, Sublessee grants to Prime Lessor shall have no claim all of Sublessee's rights to any portion such damages, except for damages to trade fixtures and other property which Sublessee may remove from the Subleased Premises pursuant to the provisions of this Sublease, relocation expenses, loss of business during the remainder of the Term and any other award that is specifically allocable made for the taking of Sublessee's leasehold interest in the Subleased Premises, which would not diminish the amount of Prime Lessor's said award pursuant to Lessee’s relocation expenses Article 19 of the Prime Lease, and covenants to execute and deliver such further instruments or the interruption of or damage assignments thereof as Prime Lessor may from time to Lessee’s businesstime request.

Eminent Domain. 15.1 If the whole of the Premises or any portion the Project or so much thereof are as to render the balance unusable by Tenant shall be taken as a result of the exercise of the under power of eminent domain, or any transfer is sold, transferred or conveyed in lieu thereof, this Lease shall automatically terminate as to the part so taken as of the date of such condemnation, or as of the date possession is taken by the condemning authority takes title authority, at Landlord's option. No award for any partial or possessionentire taking shall be apportioned, whichever first occursand Tenant hereby assigns to Landlord any award which may be made in such taking or condemnation, and, together with any and all rights of Tenant now or hereafter arising in the case of a partial taking, either Lessor or Lessee shall have the right to terminate this Lease as to the balance of the Premises by written notice to the other within thirty (30) days after such datesame or any part thereof; provided, however, that nothing contained herein shall be deemed to give Landlord any interest in or to require Tenant to assign to Landlord any award made to 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 for the loss of Tenant’s leasehold interest or the interruption of, or damage to, Tenant's business. In the event of a condition partial taking described in this Article 18, or a sale, transfer or conveyance in lieu thereof, which does not result in a termination of this Lease, the rent shall be apportioned according to the exercise by Lessee of such right to terminate shall be ratio that the portion part of the Premises taken shall be of such extent and nature as substantially to handicap, impede or impair Lessee’s use of the balance of the Premises. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor shall have the right to terminate this Lease remaining useable by written notice to Lessee within thirty (30) days of the date of the taking. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoing, this Lease shall remain in full force and effect as to the portion of the Premises remaining, except that the Rent and Additional Rent shall be reduced in the proportion that the floor area of the Premises taken Tenant bears to the total floor area of the Premises. Common Areas taken shall be excluded from Tenant hereby waives any and all rights it might otherwise have pursuant to Applicable Law, to terminate the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereof. In Lease in the event of any a partial taking, Lessor 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 Lessee shall have no claim against Lessor for the value of any unexpired term of this Lease or otherwise; provided that Lessor shall have no claim to any portion of the award that is specifically allocable to Lessee’s relocation expenses or the interruption of or damage to Lessee’s business.

Eminent Domain. 15.1 If the whole of the Building or Premises or any the Property, or such portion thereof are as will make the Building or Premises or Tenant’s Exclusive Parking Areas unusable in the reasonable judgment of Landlord or Tenant for their intended purposes, is condemned or taken as a result by any legally constituted authority for any public use or purpose, then in either of the exercise of the power of eminent domain, or any transfer in lieu thereofsuch events, this Lease shall terminate and the Term hereby granted shall cease from that time when possession thereof is taken by the condemning authorities, and Rent shall be accounted for as between Landlord and Tenant as of such date. If a portion of the Building or Premises or Tenant’s Exclusive Parking Areas is so taken, but not such amount as will make the Premises or Tenant’s Exclusive Parking Areas unusable in the reasonable judgment of Landlord or Tenant for the purposes herein leased, or if this Lease has not terminated, this Lease shall continue in full force and effect and the Rent shall be reduced prorata in proportion to the part so taken as amount of the date the condemning authority takes title Premises or possessionTenant’s Exclusive Parking Areas, whichever first occurs, and, in as the case may be, so taken. Tenant shall have no right or claim to any part of a partial any award made to or received by Landlord for such condemnation or taking, either Lessor and all awards for such condemnation or Lessee taking shall be made solely to Landlord, provided however that so long as any separate award made pursuant to the following does not or will not decrease the amount of the award made to Landlord for such condemnation or taking, Tenant shall have the right to terminate pursue any separate award for, or to the extent Landlord is able to determine, in good faith, any portion of the amount of the award that is attributable solely to any of items (a)-(d) in this sentence, then Tenant shall be entitled to receive payment out of the award for, (a) loss of its equipment and trade fixtures, (b) moving expenses, (c) the unamortized portion of the value of all alterations, additions or improvements performed in the Premises and Tenant’s Exclusive Parking Areas and paid for by Tenant during the Term other than the Landlord’s Work and that portion of the Tenant Improvements paid for with the Allowance (such amortization to be calculated on a straight-line basis, without interest, over the Term of this Lease remaining as to of the balance completion of such alterations) and (d) any excess of the market value of the Premises by written notice (or, if this Lease is not terminated, the market value of the portion thereof subject to the other within thirty (30Taking) days after such date; provided, however, that a condition to for the exercise by Lessee of such right to terminate shall be that the portion remainder of the Premises taken shall be of such extent and nature Lease Term over the present value as substantially to handicap, impede or impair Lessee’s use of the balance of the Premises. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor shall have the right to terminate this Lease by written notice to Lessee within thirty (30) days of the date of the taking. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoing, this Lease shall remain in full force and effect as to the portion taking of the Premises remaining, except that Rent payable therefor for the Rent and Additional Rent shall be reduced in the proportion that the floor area remainder of the Premises taken bears Lease Term (commonly referred to as the total floor area of the Premises. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereof. In the event of any taking, Lessor 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 Lessee shall have no claim against Lessor for the value of any unexpired term of this Lease or otherwise; provided that Lessor shall have no claim to any portion of the award that is specifically allocable to Lessee’s relocation expenses or the interruption of or damage to Lessee’s business“bonus value”).

Eminent Domain. 15.1 If the Premises or any portion thereof are taken as a result of the exercise of the power of eminent domain, or any transfer in lieu thereof, this Lease shall terminate as to the part so taken as of the date the condemning authority takes title or possession, whichever first occurs, and, in the case of a partial taking, either Lessor or Lessee shall have the right to terminate this Lease as to the balance 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 Lessee of 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 Lessee’s use of the balance of the Premises. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domain, whether this Lease shall terminate as to the part of the Premises so taken as of the date of taking, and either Landlord or not Tenant shall have the right to terminate this Lease as to the balance of the Premises remaining after a partial taking by written notice to the other within sixty (60) days after such date, provided, however, that a condition to the exercise by Tenant of such right to terminate shall be that such partial taking shall be to such extent and nature as to substantially and permanently handicap, impede, or impair the conduct of Tenant's business therein. If all of the Premises are affectedtaken as a result of the exercise of the power of eminent domain, Lessor this Lease shall terminate upon the date of taking. If any part of the Building (other than the Premises) shall be taken as a result of the exercise of the power of eminent domain, which renders the operation of the remaining portion of the Building economically infeasible, as determined by Landlord in its reasonable discretion, Landlord shall have the right to terminate this Lease by written notice to Lessee Tenant within thirty (30) days of from the date of such taking; in the taking. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoingevent that Landlord does not so elect, this Lease shall remain continue in full force and effect as effect, provided that Tenant is afforded continuous access to the portion of the Premises remaining, except that the Premises. Landlord agrees to refund to Tenant any Base Rent and Additional Charges for Real Estate Taxes and Operating Expenses previously paid for any period of time subsequent to such date of termination. Tenant agrees to pay to Landlord any Base Rent shall be reduced in the proportion that the floor area and Additional Charges accrued and unpaid as of the Premises taken bears to the total floor area such date of the Premisestermination. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereof. In the event of any taking, Lessor 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 therewithwith any exercise of the power of eminent domain, and Lessee Tenant shall have no claim against Lessor Landlord for the value of any unexpired term of this Lease or otherwise; provided , except that Lessor Tenant shall have no claim be entitled to any separate award made in favor of Tenant covering Tenant's trade fixtures and relocation expenses. In the event of a partial taking of the Premises which does not result in a termination of this Lease, the Base Rent and Additional Charges for Operating Expenses and Real Estate Taxes thereafter to be paid shall xxxxx in proportion to that portion of the award Premises that is specifically allocable taken as a result of the exercise of the power of eminent domain, and Landlord, at Landlord's expense, shall undertake such improvements in and about the Premises so as to Lessee’s relocation expenses make any affected portion of the Premises a self-contained unit. It is understood and agreed that the foregoing provisions of this Section are intended to and do fully define and set forth the respective rights and obligations of the parties in the event of a taking of the Premises or a part thereof, including without limitation the interruption circumstances under which this Lease shall or may be terminated, and the disposition of any proceeds of any insurance or damage award, and Landlord and Tenant each expressly waives the benefit and effect of any rights and/or obligations whether purporting to Lessee’s businessarise by law, by governmental order, under any insurance contract, or otherwise (including the provisions of the California Code of Civil Procedure ss.1265.130), which are inconsistent with the rights and obligations set forth herein. For purposes hereof the "date of taking" shall be deemed to be the date that physical possession of the property taken is delivered to the condemning authority. 24.

Eminent Domain. 15.1 If all or part of the Premises or any portion thereof are taken as a result for any public or quasi-public use by virtue of the exercise of the power of eminent domain, domain or any transfer by private purchase in lieu thereof, this Lease shall terminate as to the part so taken as of the date the condemning authority takes title or possessionof taking, whichever first occurs, and, and in the case of a partial taking, either Lessor Landlord or Lessee Tenant shall have the right to terminate this Lease as to the balance of the Premises by written notice to the other within thirty (30) days after such datethe date of taking; provided, however, that a condition to the exercise by Lessee Tenant of such this right to terminate shall be that the portion of the Premises taken shall be of such an extent and nature as that substantially to handicaphandicaps, impede impedes or impair Lesseeimpairs Tenant’s use of the balance of the Premises. If any material part title to so much of the Project 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, then this Lease shall terminate on the date that the condemning authority actually takes possession of the part so condemned or Office Building Project purchased. If this Lease is terminated under the provisions of this Section, Rent shall be taken apportioned and adjusted as a result of the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor shall have the right to terminate this Lease by written notice to Lessee within thirty (30) days of the date of termination. Except as specifically provided in this Section, Tenant shall have no claim against Landlord or against the takingcondemning authority for the value of any leasehold estate or for the value of the unexpired Lease Term. If neither Lessor nor Lessee terminates there is a partial taking of the Project and this Lease in accordance with is not terminated under the foregoingprovisions of this Section, then this Lease shall remain in full force and effect as to effect, and Landlord shall, within a reasonable time thereafter, repair or reconstruct the remaining portion of the Premises remainingBuilding to the extent necessary to make it a complete architectural unit; provided, except that in complying with this obligation, Landlord shall not be required to expend more than the Rent and net proceeds of the condemnation award which are paid to Landlord. Upon any such partial taking, Landlord shall have the right to reduce the Base Operating Expenses used to calculate Tenant’s Additional Rent under Article 2 to reflect the amount of operational savings arising from the partial taking, as determined by Landlord in its sole but reasonable discretion. Nothing herein shall be reduced in construed to preclude Tenant from prosecuting any claim directly against the proportion condemning authority for loss of business; for damage to, and cost of removal of, trade fixtures, furniture and other personal property belonging to Tenant; and for the unamortized cost of leasehold improvements to the extent they were installed at Tenant’s expense (and not with the proceeds of the Tenant Improvement Allowance); provided, however, that the floor area no claim by Tenant shall diminish or adversely affect Landlord’s award. However, all compensation awarded or paid to Landlord upon a total or partial taking of the Premises taken bears or the Project shall belong to and be the property of Landlord without any participation by Tenant. Notwithstanding anything to the total floor area contrary in this Section, if during the Lease Term the use or occupancy of any part of the Premises. Common Areas taken Project or the Premises shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto taken or appropriated temporarily for any public or quasi-public use under any governmental law, ordinance or regulation, or by reason thereofright of eminent domain, this Lease shall be and remain unaffected by the taking or appropriation, and Tenant shall continue to pay in full all Rent payable under the Lease during the Lease Term. In the event of any such temporary appropriation or taking, Lessor Tenant shall be entitled to receive that portion of any and all compensation, damages, income, rent, awards, award which represents compensation for the loss of use or any interest therein whatsoever which may be paid or made in connection therewithoccupancy of the Premises during the Lease Term, and Lessee Landlord shall have no claim against Lessor be entitled to receive that portion of any award which represents the cost of restoration and compensation for the value loss of any unexpired term of this Lease use or otherwise; provided that Lessor shall have no claim to any portion occupancy of the award that is specifically allocable to Lessee’s relocation expenses or Premises after the interruption end of or damage to Lessee’s businessthe Lease Term.

Eminent Domain. 15.1 In the event the Leased Premises reasonably necessary for Tenant's use and enjoyment of the Leased Premises, shall be acquired or condemned by eminent domain and Tenant shall determine, in its reasonable discretion, that the remaining Leased Premises, if any, are rendered substantially unusable for Tenant's purposes, Tenant may elect, by notifying Landlord of such election, to terminate this Lease, whereupon all rent shall be accounted for between Landlord and Tenant as of the date that possession is surrendered to the condemning authority. If Tenant fails to terminate this Lease in accordance with this section, Tenant shall continue to lease the remaining Leased Premises not so taken, if any, pursuant to this Lease. In such event, Landlord shall, at its sole expense (not to exceed the proceeds of any condemnation award received by Landlord), promptly repair and restore the remaining Leased Premises, if any, to substantially their condition immediately prior to such taking, subject to zoning and building laws then in existence. If such taking or such work or repair shall result in Tenant's inability to use portions of the Leased Premises in the manner in which, and for the purposes for which, they were used immediately prior to such condemnation, then the rental and other charges for such portion shall also xxxxx to the extent and for the period of such inability. The abatement shall be in the proportion that the portion of the Leased Premises rendered unusable bears to the entire Leased Premises. Landlord and Tenant may appear in any relevant condemnation proceedings and may present any evidence and make any claims deemed necessary or desirable by either party, and each shall cooperate with the other in any such proceeding. Landlord and Tenant shall each be entitled to such portion of the award paid by the condemning authority as may reflect their respective interests in the Leased Premises and the damages sustained by such party as a result of the condemnation. For the purposes of this Lease, any conveyance of the Leased Premises or any portion thereof are taken as a result or interest therein, to any condemning authority under threat of or in lieu or avoidance of the exercise of the power of eminent domain, or any transfer in lieu thereof, this Lease shall terminate as to the part so taken as of the date the condemning authority takes title or possession, whichever first occurs, and, in the case of a partial taking, either Lessor or Lessee shall have the right to terminate this Lease as to the balance 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 Lessee of such right to terminate domain shall be that the portion of the Premises taken shall be of such extent and nature as substantially to handicap, impede or impair Lessee’s use of the balance of the Premises. If any material part of the Building or Office Building Project shall be taken treated as a result of the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor shall have the right to terminate this Lease by written notice to Lessee within thirty (30) days of the date of the taking. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoing, this Lease shall remain in full force and effect as to the portion of the Premises remaining, except that the Rent and Additional Rent shall be reduced in the proportion that the floor area of the Premises taken bears to the total floor area of the Premises. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereof. In the event of any taking, Lessor 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 Lessee shall have no claim against Lessor for the value of any unexpired term of this Lease or otherwise; provided that Lessor shall have no claim to any portion of the award that is specifically allocable to Lessee’s relocation expenses or the interruption of or damage to Lessee’s businesscondemnation hereunder.

Eminent Domain. 15.1 If 12.1 In the event that the whole of Demised Premises or any portion thereof are shall be taken as a result of the exercise of under the power of eminent domain, or any transfer in lieu thereof, this Lease shall thereupon terminate as to the part so taken as of the date the condemning authority takes title or possession, whichever first occurs, and, in the case of a partial taking, either Lessor or Lessee shall have the right to terminate this Lease as to the balance 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 Lessee of 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 Lessee’s use of the balance of the Premises. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor shall have the right to terminate this Lease by written notice to Lessee within thirty (30) days of the date of the takingtaking of the Premises by the condemning authority. If neither Lessor nor Lessee terminates In the event that a portion of the floor area of the Demised Premises shall be taken under the power of eminent domain and the portion not so taken will not be reasonably adequate for the operation of Tenant's business notwithstanding Tenant's performance or restoration as hereinafter provided, this Lease in accordance with shall thereupon terminate as of the foregoingdate possession of said portion is taken. In the event of any taking under the power of eminent domain which does not terminate this Lease as aforesaid, all of the provisions of this Lease shall remain in full force and effect as to the portion of the Premises remainingeffect, except that the Rent and Additional Rent basic rent shall be reduced in the same proportion that the amount of floor area of the Demised Premises taken bears to the total floor area of the Demised Premises immediately prior to such taking, and Landlord shall at Landlord's own cost and expense, restore such part of the Demised Premises as is not taken to as near its former condition as the circumstances will permit and Tenant shall do likewise with respect to all exterior signs, trade fixtures, equipment, display cases, furniture, furnishings and other installations of Tenant. All damages awarded for any such taking under the power of eminent domain, whether for the whole or a part of the Demised Premises. Common Areas taken , shall belong to and be the property of the Landlord, whether such damages shall be excluded from awarded as compensation for diminution in value of the Common Areas usable by Lessee and no reduction leasehold or for the fee of Rent the Demised Premises, provided, however, that Landlord shall occur with respect thereto or by reason thereof. In the event of any taking, Lessor shall not be entitled to any award made to Tenant for loss of or damage to Tenant's trade fixtures and all compensation, damages, income, rent, awards, removable personal property or any interest therein whatsoever which may be paid or for damages to improvements made in connection therewith, and Lessee shall have no claim against Lessor for by Tenant with approval of Landlord during the value of any unexpired term of this Lease and any extension thereof or for damages for cessation interruption of Tenant's business. If this Lease is terminated as provided in this Article XII, all rent shall be paid up to the date that possession is taken by public authority, and Landlord shall make an equitable refund of any rent paid by Tenant in advance and not yet earned. A voluntary sale by Landlord to any public or quasipublic body, agency or person, corporate or otherwise; provided that Lessor , having the power of eminent domain, either under threat of condemnation or while condemnation proceedings are pending, shall have no claim be deemed to any portion be a taking by eminent domain for the purpose of the award that is specifically allocable to Lessee’s relocation expenses or the interruption of or damage to Lessee’s businessthis Article XII.

Eminent Domain. 15.1 If all or any part of the Premises or any portion thereof are shall be taken as a result of the exercise of the power of eminent domain, domain or any transfer sale in lieu thereofof such taking (collectively, any "Taking"), this Lease shall terminate as to the part so taken as of the date the condemning authority takes title or possession, whichever first occursof Taking, and, in the case of a partial takingTaking, either Lessor Landlord or Lessee Tenant shall have the right to terminate this Lease as to the balance 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 Lessee Tenant of 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 Lessee’s use Tenaxx'x xse of the balance of the Premises. If any material part In the event of the Building or Office Building Project shall be taken as Taking of a result material portion of the exercise of the power of eminent domain, Project (whether or not the Premises are affectedis affected thereby), Lessor Landlord shall have the right to terminate this Lease by written notice to Lessee Tenant within thirty (30) 30 days of the date of the taking. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoing, this Lease shall remain in full force and effect as to the portion of the Premises remaining, except that the Rent and Additional Rent shall be reduced in the proportion that the floor area of the Premises taken bears to the total floor area of the Premises. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereoffollowing such Taking. In the event of any takingTaking, Lessor 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 Lessee Tenant shall have no claim against Lessor Landlord for the value of any unexpired term Term of this Lease or otherwise; provided that Lessor shall have no claim . Notwithstanding the foregoing, Tenant may apply to the condemning party for a separate award for Tenaxx'x xelocation costs, loss of good will and the unamortized cost of any portion Alterations paid for by Tenant which Tenaxx xxxld otherwise be entitled to remove at the expiration or earlier termination of the Term, unless such award diminishes the award otherwise payable to Landlord, in which case Tenant shall be precluded from making such an application. In the event of a partial Taking of the Premises which does not result in a termination of this Lease, the monthly rental thereafter to be paid shall be equitably reduced. The parties agree that is specifically allocable to Lessee’s relocation expenses or their respective rights and obligations in the interruption event of or damage to Lessee’s business.any Taking shall be governed by the terms of this

Eminent Domain. 15.1 If In the Premises event of a condemnation or any portion thereof are taken as a result of the taking by exercise of the power of eminent domain, domain of all or any transfer portion of the Building or Land, Landlord will notify Tenant of such event (“Notice of Taking”), including a notice of the extent of the taking if same is then known. If all of the Building is taken (or is to be conveyed by Landlord in lieu thereof, of such exercise) this Lease shall will terminate as to on a date (“Vesting Date”) which is the part so taken as earlier of the date upon which the condemning authority takes possession of the Building or the date on which title or possession, whichever first occurs, and, to the Building is vested in the case condemning authority. If twenty-five percent (25%) or more of a partial takingthe rentable area of the Building is so taken, either Lessor or Lessee shall have if so much of the right Land is taken that in Landlord’s judgment the Building can no longer continue to terminate function viably as an office building (“Major Taking”), this Lease as to shall, at the balance option of the Premises Tenant, exercisable by written notice to the other Landlord given within thirty ninety (3090) days after such date; provided, however, that a condition to the exercise by Lessee of such right to terminate shall be that the portion Tenant’s receipt of the Premises taken Notice of Taking, be terminated as of a date specified in such notice (which shall not be of such extent and nature as substantially to handicap, impede or impair Lessee’s use of the balance of the Premises. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor shall have the right to terminate this Lease by written notice to Lessee within thirty more than sixty (3060) days of the date of the taking. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoing, this Lease shall remain in full force thereafter) and effect as to the portion of the Premises remaining, except that the Rent and Additional Rent (taking into account any abatement as aforesaid) shall be reduced adjusted proportionately as of the date of termination and Tenant shall thereupon promptly vacate the Premises. If less than twenty-five percent (25%) of the rentable area of the Building is so taken, or if the Tenant does not cancel this Lease according to the preceding sentence, the Monthly Base Rent will be adjusted in the proportion that of the floor rentable area of the Premises Building so taken bears to the total floor rentable area of the PremisesBuilding immediately before such taking, and Tenant’s Proportionate Share of the Operating Expenses will be appropriately recalculated. Common Areas taken In the event of a Major Taking, this Lease shall, at the option of the Landlord, exercisable by written notice to Tenant given within ninety (90) days after Tenant’s receipt of the Notice of Taking, be terminated as of a date specified in such notice (which shall not be more than sixty (60) days thereafter) and the Rent and Additional Rent (taking into account any abatement as aforesaid) shall be excluded from adjusted proportionately as of the Common Areas usable by Lessee date of termination and no reduction of Rent Tenant shall occur with respect thereto or by reason thereofthereupon promptly vacate the Premises. In the event of any such taking, Lessor shall be entitled to any and all compensation, damages, income, rent, awards, or any interest therein whatsoever which may the entire award will be paid or made in connection therewith, to Landlord and Lessee shall Tenant will have no claim against Lessor for the value of any unexpired term of this Lease right or otherwise; provided that Lessor shall have no claim to any portion part of such award; however, Xxxxxx will have the right to assert a claim against the condemning authority in a separate action, so long as Landlord’s award that is specifically allocable to Lesseenot otherwise reduced, for Xxxxxx’s relocation moving expenses or the interruption of or damage to Lessee’s businessand leasehold improvements owned by Tenant.

Eminent Domain. 15.1 If the Premises whole or any portion thereof are taken as a result substantial part of the exercise Leased Premises (such that the remaining part of the Leased Premises would be inadequate for use by Tenant for the purpose for which they were leased) shall be taken for public or quasi-public use by a governmental or other authority having the power of eminent domain, domain or any transfer shall be conveyed to such authority in lieu thereofof such taking, then Landlord shall have the option to terminate this Lease upon thirty (30) days written notice from Landlord to Tenant. In the event Landlord does not exercise such option, and if such taking or conveyance would cause the remaining part of the Leased Premises to be inadequate for use by Tenant for the purpose for which they were leased, then Tenant may, at its option, terminate this Lease as of the date Tenant is required to surrender possession of the Leased Premises by giving Landlord written notice of such termination. If a part of the Leased Premises shall be taken or conveyed but the remaining part is tenantable and adequate for Tenant’s use, then this Lease shall terminate be terminated as to the part so taken or conveyed as of the date Tenant surrenders possession; Landlord shall make such repairs, alterations and improvements as may be necessary to render the condemning authority takes title part not taken or possession, whichever first occurs, and, in the case of a partial conveyed tenantable within one hundred twenty (120) days after such taking, either Lessor to the extent reasonably practicable; and the rent shall be reduced in proportion to the part of the Leased Premises so taken or Lessee conveyed and temporarily reduced to the extent unusable during the reconstruction. All compensation awarded for such taking or conveyance shall be the property of Landlord without any deduction therefrom for any present or future estate of Tenant, and Tenant hereby assigns to Landlord all its rights, title and interest in and to any such award. However, Tenant shall have the right to terminate this Lease recover from such authority, but not from Landlord, such compensation as may be awarded to the balance Tenant on account of the Premises by written notice to the other within thirty (30) days after such date; providedprocuring, howeverdesigning, that a condition to the exercise by Lessee moving and relocation expenses, as well as any unamortized amounts of 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 Lessee’s use of the balance of the Premises. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor shall have the right to terminate this Lease by written notice to Lessee within thirty (30) days of the date of the taking. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoing, this Lease shall remain in full force and effect as to the portion of the Premises remaining, except that the Rent Excess Costs and Additional Rent shall be reduced in the proportion that the floor area of the Premises taken bears to the total floor area of the Premises. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereof. In the event of any takingParking Costs, Lessor 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 Lessee shall have no claim against Lessor for the value of any unexpired term of this Lease or otherwise; provided that Lessor shall have no claim to any portion of the award that is specifically allocable to Lessee’s relocation expenses or the interruption of or damage to Lessee’s businessif applicable.

Eminent Domain. 15.1 If all the Premises or any a substantial portion thereof are is taken as a result of the exercise of by condemnation or under the power of eminent domain, or any transfer in lieu thereofsold under the threat of the exercise of said power (all of which are herein called "condemnation"), then either party may at its option terminate this Lease shall terminate as to the part so taken lease as of the date the condemning authority takes title or possession, whichever first occursoccurs first, and, in the case of a partial taking, either Lessor or Lessee shall have the right to terminate this Lease as to the balance of the Premises by after giving thirty (30) days written notice to the other party of the exercising of such option. If any other taking (of the Premises or otherwise) adversely and substantially affects Lessee's use, access, or rights of ingress or egress of or to the Premises, then Lessee may elect to terminate this lease as of the date the condemning authority takes possession. Lessee's election to terminate shall be made in writing within thirty (30) days after such date; provided, however, that a condition to Lessor has given Lessee written notice of the exercise by Lessee taking (or in the absence of such right to terminate shall be that notice, within fifteen (15) days after the portion of the Premises condemning authority has taken shall be of such extent and nature as substantially to handicap, impede or impair Lessee’s use of the balance of the Premisespossession). If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domain, whether or Lessee does not the Premises are affected, Lessor shall have the right to terminate this Lease by written notice to Lessee within thirty (30) days of the date of the taking. If neither Lessor nor Lessee terminates this Lease lease in accordance with the foregoingthis section, this Lease lease shall remain in full force and effect as to the portion of the Premises remaining, except that the Rent and Additional Rent rent shall be reduced in the proportion that the floor area taken diminishes the value and use of the Premises taken bears to Lessee. In addition, Lessor, at its expense, if the lease is not terminated, shall promptly repair any damage to the total floor area Premises caused by condemnation and restore the remainder of the PremisesPremises to the reasonable satisfaction of Lessee. Common Areas taken Any award or payment made upon condemnation of all or any part of the Premises shall be excluded from the Common Areas usable by property of Lessor, whether such award or payment is made as compensation for the taking of the fee or as severance damages; provided Lessee and no reduction of Rent shall occur with respect thereto or by reason thereof. In the event of any taking, Lessor shall be entitled to any and all compensation, damages, income, rent, awards, seek an award or any interest therein whatsoever which may be paid or made in connection therewith, and Lessee shall have no claim against Lessor payment for the value of any unexpired term of this Lease or otherwise; provided that Lessor shall have no claim to any portion of the award that is specifically allocable to Lessee’s relocation expenses or the interruption loss of or damage to Lessee’s business's trade fixtures, removable personal property, and additions, alterations and improvements made to the Premises by Lessee, and for its loss of business or any other consequential or special damages, such as Lessee's relocation and moving expenses, provided that such award does not impair Lessor's ability to recover its claim or the amount thereof. Lessor shall give notice to Lessee within ten (10) days after receipt of notification from any condemning authority of its intention to take all or a portion of the Premises. Notwithstanding anything, expressed or implied, to the contrary contained in this Lease, Lessee, at its own expense, may in good faith contest any such award for loss of or damage to Lessee's trade fixtures, removable personal property, and additions, alterations and improvements made to the Premises by Lessee, and for its loss of business or any other consequential or special damages, such as Lessee's relocation and moving expenses.

Eminent Domain. 15.1 24.01. If the Premises or any portion thereof are taken as a result whole of the exercise of Demised Premises shall be taken by any public or quasi-public authority under the power of condemnation, eminent domaindomain or expropriation, or any transfer in the event of conveyance of the whole of the Demised Premises in lieu thereof, this Lease Sublease shall terminate as to of the part day possession shall be taken by such authority. If any of the floor space of the Demised Premises shall be so taken or conveyed, Subtenant may, by notice to Sublandlord, terminate this Sublease as of the date the condemning authority takes title or possession, whichever first occurs, and, in the case of a partial taking, either Lessor or Lessee shall have the right to terminate this Lease as to the balance 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 Lessee of such right to terminate day possession shall be that the portion of the Premises taken shall be of such extent and nature as substantially to handicap, impede or impair Lessee’s use of the balance of the Premisestaken. If any material part of the Building or Office Building Project this Sublease shall be taken continue in effect, as a result of the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor shall have the right to terminate this Lease by written notice to Lessee within thirty (30) days of the date of the taking. If neither Lessor nor Lessee terminates this Lease in accordance with the foregoing, this Lease shall remain in full force and effect as to the portion of the Premises remaining, except that the Rent and Additional Rent shall be reduced in the proportion that the floor area of the Premises taken bears to the total floor area of the Premises. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereof. In the event of any taking, Lessor 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 Lessee shall have no claim against Lessor for the value of any unexpired term of this Lease or otherwise; provided that Lessor shall have no claim to any portion of the Demised Premises not so taken or conveyed, the Rent shall be reduced proportionally on a per square foot basis. If this Sublease shall continue in effect Sublandlord shall promptly, at its expense make all necessary alterations so as to constitute the remainder of the Demised Premises a complete architectural and tenantable unit, and Subtenant shall make all alterations or replacements to Subtenant's Property and its decorations in the Demised Premises. All awards and compensation for any taking or conveyance, whether for the whole or a part of the Land or Building, the Demised Premised shall be property of Sublandlord, and Subtenant hereby assigns to Sublandlord all of Subtenant's right, title and interest in and to any and all such awards and compensation, including, without limitation, any award or compensation for the value of the unexpired portion of the Term. Notwithstanding the foregoing, if there is a taking hereunder, Subtenant shall be entitled to appear, claim, prove and receive in the condemnation proceeding the value of Subtenant's Property that is specifically allocable damaged, destroyed or taken hereunder; the cost of relocation; and special awards or allowances paid to Lessee’s relocation expenses or Subtenants when their rental space is taken by eminent domain, provided that none of the interruption of or damage foregoing shall reduce any award to Lessee’s businessSublandlord.

Eminent Domain. 15.1 If the Premises or any portion thereof are taken as a result whole of the exercise of Property or the power of eminent domain, Building is taken by condemnation or in any transfer in lieu thereofother manner for any public or quasi-public purpose, this Lease shall terminate as to the part so taken as of the date of vesting of title in the condemning authority takes title or possession(the "Date of Taking"), whichever first occurs, and, in and the case of a partial taking, either Lessor or Lessee Rent shall have the right to terminate this Lease as be prorated to the balance Date 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 Lessee of 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 Lessee’s use of the balance of the PremisesTaking. If any material part of the Building or Office Building Project Property is so taken, this Lease shall be taken as a result of the exercise of the power of eminent domainunaffected by such taking, whether or not the Premises are affectedexcept that (i) Landlord, Lessor shall have the right to in Landlord's sole dis- cretion, may terminate this Lease by written notice to Lessee Tenant within thirty ninety (3090) days after the Date of Taking, and (ii) if 20% or more of the date Demised Premises shall be taken and the remaining area of the Demised Premises, in Tenant's reasonable estimation, shall not be reasonably sufficient for Tenant to continue operation of Tenant's business, Tenant may terminate this Lease by notice to Landlord within ninety (90) days after the Date of Taking. This Lease shall terminate on the thirtieth (30th) day after any such notice by Landlord or Tenant, by which date Tenant shall vacate and surrender the Demised Premises to Landlord, and in which case the Rent shall be prorated to such date as Tenant vacates the Demised Premises by reason of such taking. If neither Lessor nor Lessee terminates this Lease continues in accordance with the foregoingforce upon such partial taking, this Lease shall remain in full force and effect as to the portion of the Premises remaining, except that the Rent and Additional Rent Tenant's Proportionate Share of Landlord's Electrical Expense, Operating Expense Increases and Real Estate Tax Increases shall be reduced in equitably adjusted according to the proportion that the floor rentable area of the Demised Premises taken bears to and the total floor area of the Premises. Common Areas taken shall be excluded from the Common Areas usable by Lessee and no reduction of Rent shall occur with respect thereto or by reason thereofBuilding remaining after such partial taking. In the event of any takingtaking as set forth in the immediately preceding subsection, Lessor all of the proceeds of any award, judgment or settlement payable by the condemning authority shall be entitled and remain the sole and exclusive property of Landlord, and Tenant hereby assigns all of Tenant's right, title and interest in and to any and all compensationsuch award, damagesjudgment or settlement to Landlord. Tenant, incomehowever, rentshall have the right (to the extent that the same shall not reduce or prejudice any award, awards, judgment or any interest therein whatsoever which settlement to Landlord) to claim from the condemning authority ( but not from Landlord) such compensation as may be paid or made recoverable by Tenant in connection therewith, Tenant's own right for moving expenses and Lessee shall have no claim against Lessor for the value of any unexpired term of this Lease or otherwise; provided that Lessor shall have no claim to any portion of the award that is specifically allocable to Lessee’s relocation expenses or the interruption of or damage to Lessee’s businessTenant's property.

Eminent Domain. 15.1 If the whole or any part of the Premises or any portion thereof are appurtenant areas shall be taken as for public or quasi-public use by a result of the exercise of governmental or other authority having the power of eminent domain, domain or any transfer shall be conveyed to such authority in lieu thereofof such taking, and if such taking or conveyance shall cause the remaining part of the Premises or appurtenant areas not so taken to be untenantable and inadequate for use by Tenant, then this Lease shall terminate as to the part so taken as of the date the condemning authority takes title or possession, whichever first occurs, and, in the case of a partial taking, either Lessor or Lessee shall have the right to terminate this Lease as to the balance 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 Lessee of 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 Lessee’s use of the balance of the Premises. If any material part of the Building or Office Building Project shall be taken as a result of the exercise of the power of eminent domain, whether or not the Premises are affected, Lessor shall have the right to terminate this Lease by written notice to Lessee within thirty (30) days of the date of the such taking. If neither Lessor nor Lessee terminates this Lease in accordance with a part of the foregoingPremises and/or appurtenant areas shall be taken or conveyed but the portion, remaining after restoration can be made usable for Tenant's purposes, then this Lease shall remain not be terminated as provided for in full force and effect this Article 18, but this Lease shall be terminated only as to the portion of the Premises remaining(without consideration of appurtenant areas) taken or conveyed as of the date Tenant surrenders possession of such portion of the Premises, except that and Landlord shall make such repairs, alterations and improvements as may be necessary to render any part not taken or conveyed tenantable; provided, however, Landlord shall have no obligation to pay for such repairs, alterations and improvements more than the Rent amount of such award payable for the benefit of Landlord for such taking, and Additional Rent the rent shall be reduced in proportionately to the proportion that the floor area amount (based on square footage) of the Premises taken bears to the total floor area of the Premisestaken. Common Areas taken All compensation awarded for such taking or conveyance shall be excluded from the Common Areas usable by Lessee property of Landlord without any deduction therefrom for any present or future estate of Tenant, and no reduction Tenant hereby assigns to Landlord all of Rent shall occur with respect thereto or by reason thereof. In the event of any takingits right, Lessor shall be entitled title and interest in and to any and all compensation, damages, income, rent, awards, or any interest therein whatsoever which may be paid or made in connection therewith, and Lessee such award. Tenant shall have no claim against Lessor Landlord or against the condemnor for the value of any unexpired portion of the term of this Lease or otherwise; provided , and Tenant shall not be entitled to any part of any award that Lessor may be made for such taking. However, Tenant shall have no claim the right to any portion recover from such authority, but not from Landlord, such compensation as may be awarded to Tenant on account of the award that is specifically allocable to Lessee’s moving and, relocation expenses or and depreciation to and removal of Tenant s trade fixtures and personal property. It is further understood and agreed that neither the interruption of or damage Tenant nor the Landlord shall have any rights in any award made to Lessee’s businessthe other by any condemnation authority.