Common use of Eminent Domain Clause in Contracts

Eminent Domain. In the event the entire Premises is taken by any entity (the “Condemning Authority”) for any public or quasi-public use by the exercise of the right of eminent domain or by private purchase in lieu thereof (a “Condemnation”), then this Lease shall terminate automatically as of the date that the Condemning Authority takes possession of the Premises. In the event of a Condemnation which affects a part of the Project, without regard to whether the Premises are part of such Condemnation, Landlord may terminate this Lease by giving notice to Tenant. All compensation awarded or paid in any Condemnation proceeding for a total or partial taking of the Premises, including compensation for diminution in the value of Tenant’s interest in the Premises, shall belong to and be the property of the Landlord, and Tenant hereby assigns to Landlord all of Tenant’s right, title and interest in and to any and all such compensation; provided, however, that Tenant may, at its sole cost and expense, make a separate claim against the Condemning Authority for: (a) the taking or damaging of Tenant’s personal property; (b) loss of or damage to Tenant’s business; or (c) cost of moving or relocating Tenant’s property from the Premises. Notwithstanding anything herein to the contrary, any condemnation award to Tenant will be available only to the extent such award is payable separately to Tenant and does not diminish the award available to Landlord or any Mortgagee.

Eminent Domain. In If the event whole or any part of the entire Premises is associated with the Water Rights or the Water Rights shall be taken by any entity (the “Condemning Authority”) for any public or quasi-public use by the exercise of the right of eminent domain or by private purchase a conveyance in lieu thereof (a “Condemnation”)thereof, then this Lease shall shall, as to the part so taken, terminate automatically as of the date that the Condemning Authority Condemnor takes actual possession thereof, or as of the Premises. In date title shall vest in the Condemnor, whichever date occurs earlier, and, in the event of a Condemnation which affects partial taking, Tenant shall continue to pay a part prorated rental on that portion of the ProjectWater Rights not taken by right of eminent domain, without regard and Tenant shall also continue to whether pay all other charges herein required to be paid by Tenant. If, in the Premises are part judgment of either party, the Water Rights remaining after such Condemnationpartial taking shall not be suitable for Tenant's purposes described above, Landlord may terminate that party shall be entitled to cancel this Lease by giving the other party 10 days written notice of its intention to Tenant. All compensation awarded or paid in any Condemnation proceeding for a total or partial taking cancel said Lease, and if said Lease is so cancelled, all liability of both parties hereunder shall terminate as of the Premisesdate of cancellation. Owner shall be entitled to the proceeds of an award of just compensation received as a result of any taking by right of eminent domain or by a conveyance in lieu thereof, including compensation for diminution in the value of Tenant’s interest in the Premises, shall belong to and be the property of the Landlord, and Tenant hereby assigns to Landlord all of Tenant’s right, title and interest in and to any and all such compensation; provided, however, that Tenant maydoes not waive any award for damages to it or its leasehold interest caused by such taking which are in addition to the condemnation award for the value of the fee simple interest or easement interest taken by the Condemnor, at its sole cost appraised without regard to the encumbrance of this Lease. Owner shall have the right to convey the subject Water Rights and expenseassociated Premises in lieu of condemnation free and clear of the obligation of this Lease, make a separate claim against the Condemning Authority for: (a) the taking or damaging of Tenant’s personal property; (b) loss of or damage upon 15 days written notice to Tenant’s business; or (c) cost of moving or relocating Tenant’s property from the Premises. Notwithstanding anything herein to the contrary, any condemnation award to Tenant will be available only to the extent such award is payable separately to Tenant and does not diminish the award available to Landlord or any Mortgagee.

Eminent Domain. In If more than twenty percent (20%) of the event total square footage of the entire Leased Premises is should be taken by any entity (the “Condemning Authority”) for any public or quasi-public use under any Law, ordinance or regulation or by the exercise of the right of eminent domain or by private purchase in lieu thereof (a “Condemnation”)thereof, then this Lease shall terminate automatically as and the Base Rent (excluding Base Rent accruing with respect to the period prior to the date of such termination) shall be abated during the unexpired portion of the Term, effective on the date that physical possession is taken by the Condemning Authority takes possession condemning authority. If less than twenty percent (20%) of the Premises. In the event of a Condemnation which affects a part total square footage of the ProjectLeased Premises should be taken as aforesaid, without regard this Lease shall not terminate; however, the Base Rent payable hereunder during the unexpired portion of the Term shall be reduced in proportion to whether the Premises are part of area taken, effective on the date physical possession is taken by the condemning authority. Following such Condemnationpartial taking, Landlord may terminate shall make all necessary repairs or alterations necessary to make the Leased Premises an architectural whole; provided, however, in no event shall Landlord's obligation to repair or alter the Leased Premises pursuant to this Lease Section 16.2 exceed the amount of the Award (defined below) received by giving notice to TenantLandlord. All compensation awarded for any taking for public purposes, whether permanent or paid temporary (or the proceeds of private sale in any Condemnation proceeding for a total or partial taking lieu thereof), of the Premises, including compensation for diminution in the value of Tenant’s interest in the Premises, Leased Premises ("Award") shall belong to and be the property of the Landlord, and Tenant hereby assigns its interest in any such Award to Landlord; however, Landlord all shall have no interest in any award made to Tenant for loss of business or for the taking of Tenant’s right, title 's fixtures and interest in and other personal property of Tenant if a separate award for such items is made to Tenant. Tenant shall not be entitled to any and all such compensation; provided, however, that Tenant may, at its sole cost and expense, make a separate claim against award made for the Condemning Authority for: (a) value of the taking or damaging of Tenant’s personal property; (b) loss of or damage to Tenant’s business; or (c) cost of moving or relocating Tenant’s property from the Premises. Notwithstanding anything herein to the contrary, any condemnation award to Tenant will be available only to the extent such award is payable separately to Tenant and does not diminish the award available to Landlord or any Mortgageeunexpired Term.

Eminent Domain. In the event that any proceeding or action be commenced for the entire Premises is taken by taking of the Collateral, or any entity (the “Condemning Authority”) part thereof or interest therein, for any public or quasi-public use by under the exercise of the right power of eminent domain domain, condemnation or otherwise, or if the same be taken or damaged by private purchase reason of any public improvement or condemnation proceeding, or in lieu any other manner, or should Grantor receive any notice or other information regarding such proceeding, action, taking or damage, Grantor shall give prompt written notice thereof (a “Condemnation”), then this Lease to Grantee and the Lenders. Grantee shall terminate automatically as of the date that the Condemning Authority takes possession of the Premises. In the event of a Condemnation which affects a part of the Projectbe entitled at its option, without regard to whether the Premises are part adequacy of its security, to commence, appear in and prosecute in its own name, on behalf of and as Collateral Agent for the Lenders, any such Condemnationaction or proceeding. Grantee, Landlord may terminate this Lease by giving notice on behalf of and as Collateral Agent for the Lenders, and in consultation with Grantor, shall also be entitled to Tenantmake any compromise or settlement in connection with such taking or damage. All compensation awarded or paid Subject to the provisions contained in any Condemnation proceeding for a total or partial taking lease superior to this Security Deed and covering the portion of the PremisesCollateral which is so taken or damaged, which provisions require payment of the Condemnation Proceeds (as hereinafter defined) to a person other than Grantee, all compensation, awards, damages, rights of action and proceeds awarded to Grantor by reason of any such taking or damage (the "CONDEMNATION PROCEEDS") are hereby assigned to Grantee, on behalf of and as Collateral Agent for the Lenders, and Grantor agrees to execute such further assignments of the Condemnation Proceeds as Grantee may require. After deducting therefrom all reasonable costs and expenses (regardless of the particular nature thereof and whether incurred with or without suit), including compensation for diminution attorneys' fees, incurred by it in connection with any such action or proceeding, Grantee shall apply all such Condemnation Proceeds to the value of Tenant’s interest in the Premises, shall belong to and be the property restoration of the LandlordImprovements, and Tenant hereby assigns to Landlord all of Tenant’s right, title and interest in and to any and all such compensation; provided, however, provided that Tenant may, at its sole cost and expense, make a separate claim against the Condemning Authority for: (a) the taking or damaging damage will not, in Grantee's reasonable judgment, materially affect the contemplated use and operation of Tenant’s personal property; (b) loss the Improvements, and, provided further, in the case of any leasehold estate constituting a portion of the Collateral with respect to which Condemnation Proceeds have been received by Grantee, neither party to the lease covering such leasehold estate has delivered any notice of termination of such lease on account of the taking or damage with respect to Tenant’s business; which the Condemnation Proceeds have been paid and, in the case of Grantor, such right of termination shall be exercised, if at all, in accordance with the provisions of SECTION 4.01 hereof. If all of the above conditions are met, Grantee shall disburse the Condemnation Proceeds as repairs or (c) cost replacements are effected and continuing expenses become due and payable. If any one or more of moving or relocating Tenant’s property from the Premises. Notwithstanding anything above conditions are not met, Grantee shall apply all of the Condemnation Proceeds, after deductions as herein provided, to the contrary, repayment of the Indebtedness secured hereby. Application or release of the Condemnation Proceeds as provided herein shall not cure or waive any condemnation award Potential Event of Default or Event of Default hereunder or under any other Loan Document or invalidate any act done pursuant to Tenant will be available only to the extent such award is payable separately to Tenant and does not diminish the award available to Landlord or any Mortgageenotice.

Eminent Domain. In If all of the event the entire Premises is premises shall be taken by any entity (the “Condemning Authority”) for any public or quasi-public use by the exercise of under the right of eminent domain by any public authority having the right to condemnation. or if a portion of the Leased Premises is so condemned as will prevent the practical use of the premises for Lessee's purposes or if by private purchase in lieu thereof (a “Condemnation”)reason of the taking by eminent domain of portions of the access or parking areas as to which Lessee is granted access and parking rights, then and the Lessee's operation of its offices or its access thereto or its parking rights incidental thereto shall be materially impaired, this Lease lease and all obligations hereunder shall terminate automatically as of on the date that title pursuant to such proceedings. Rentals and any other charges due hereunder shall be paid only to the Condemning Authority takes possession date of such taking. Any award for the Premisesland, building, and improvements owned by Lessor and constituting the Leased Premises shall belong to Lessor. Lessee shall be entitled to claim for and receive any allowance or award for loss of or damage to its trade fixtures, the then unamortized cost of any permanent leasehold improvements by Lessee and Lessee's business loss. Lessee agrees not to make any claim against Lessor or Lessor's award for the value of Lessee's unexpired term. In the event of a Condemnation partial taking which materially affects a part Lessee's use and operation of the ProjectLeased Premises, without regard Lessee shall have the options to whether the Premises are part of such Condemnation, Landlord may terminate this Lease by giving notice lease as above provided or to Tenant. All compensation awarded or paid in any Condemnation proceeding renegotiate the terms of this lease with Lessor for a total or partial taking an adjusted rental and the repair and restoration of improvements necessary to make the Premisesremaining portions satisfactory to Lessee and suitable for the purpose of this lease, including compensation for diminution in the value of Tenant’s interest in the Premises, shall belong said agreement to and be the property of the Landlord, and Tenant hereby assigns on terms satisfactory to Landlord all of Tenant’s right, title and interest in and to any and all such compensation; provided, however, that Tenant may, at its sole cost and expense, make a separate claim against the Condemning Authority for: (a) the taking or damaging of Tenant’s personal property; (b) loss of or damage to Tenant’s business; or (c) cost of moving or relocating Tenant’s property from the Premises. Notwithstanding anything herein to the contrary, any condemnation award to Tenant will be available only to the extent such award is payable separately to Tenant and does not diminish the award available to Landlord or any Mortgageeboth parties.

Eminent Domain. In If at any time after expiration of the event the entire Premises Feasibility Period and prior to Closing, any material part of a Property is taken (or previously has been) acquired, or is about to be acquired, by any entity (the “Condemning Authority”) for any public or quasi-public use governmental agency by the exercise of the right powers of eminent domain or by private purchase transfer in lieu thereof (a “Condemnation”or in the event that at such time there is any notice of any such acquisition or intent to acquire by any such governmental agency), then this Lease the applicable Seller shall terminate automatically as promptly deliver to Purchaser copies of any written notices and other written information received by such Seller with respect thereto, and Purchaser shall have the right, at Purchaser's option, to give a Termination Notice to Sellers' Representative for the Property for which there was such a condemnation. If Sellers' Representative receives a Termination Notice, Sellers' Representative may, within 5 Business Days after receiving the Termination Notice, give Purchaser a Reinstatement Notice that Purchaser either must purchase all of the date that the Condemning Authority takes possession Properties or terminate this Contract for all of the PremisesProperties. In Purchaser shall, within 5 Business Days after receiving a Reinstatement Notice, give Sellers' Representative written notice of whether it desires to purchase all of the event Properties or terminate this Contract in its entirety; Purchaser's failure to provide Sellers' Representative with written notice that it desires to terminate this Contract in its entirety shall be deemed Purchaser's decision to purchase all of the Properties. If this Contract is not terminated, this transaction shall be closed in accordance with the terms of this Contract for the full Purchase Price for the affected Property and Purchaser shall receive the full benefit of negotiating and receiving any condemnation award. It is expressly agreed between the parties hereto that this section shall in no way apply to customary dedications for public purposes which may be necessary for the development of a Condemnation which affects a Property. If this Contract is terminated in whole or in part from such condemnation, Purchaser shall recover the Applicable Share of the Project, without regard to whether Deposit for the Premises are part of such Condemnation, Landlord may terminate this Lease by giving notice to Tenant. All compensation awarded or paid in any Condemnation proceeding for a total or partial taking terminated Properties (including the Applicable Share of the Premises, including compensation for diminution in the value of Tenant’s interest in the Premises, shall belong to and be the property of the Landlord, and Tenant hereby assigns to Landlord all of Tenant’s right, title and interest in and to any and all such compensation; provided, however, that Tenant may, at its sole cost and expense, make a separate claim against the Condemning Authority for: (aNon-Refundable Initial Deposit Component) the taking or damaging of Tenant’s personal property; (b) loss of or damage to Tenant’s business; or (c) cost of moving or relocating Tenant’s property from the Premises. Notwithstanding anything herein to the contrary, any condemnation award to Tenant will be available only to the extent such award is payable separately to Tenant and does not diminish the award available to Landlord or any Mortgagee.

Eminent Domain. In a. If one hundred percent (100%) of the event Property, or any portion of the entire Leased Premises that exceeds twenty-five percent (25%), is taken by any entity (the “Condemning Authority”) for any public or quasi-public use under any governmental law, ordinance or regulation or by the exercise of the right of eminent domain or by private purchase in lieu thereof (a “Condemnation”)thereof, then this Lease shall terminate automatically as and the rent shall be abated during the unexpired portion of this Lease, effective on the date physical possession is taken by the condemning authority. However, if any portion of the date Leased Premises is taken for public or quasi-public use that is less than or equal to twenty-five percent (25%), this Lease shall continue in full force and effect. If this Lease remains in effect but the Condemning Authority takes possession leasable Floor Area of the Premises. In the event of a Condemnation which affects a part of the Project, without regard to whether the Leased Premises are part of such Condemnationis reduced by eminent domain, Landlord agrees to reduce the Minimum Rent and Additional Rent as may be fair and reasonable based on such reduction provided however, that Landlord shall not be required to reduce the rates at which Minimum Rent is assessed. b. Landlord, at Landlord’s sole discretion, may also terminate this Lease by giving notice upon Notice to Tenant. Tenant if twenty-five percent (25%) or more of the Grounds but not the Building are taken for public or quasi-public use as set forth above and below. c. All compensation sums awarded or paid in any Condemnation proceeding agreed upon between Landlord and the condemning authority for a total or partial the taking of the Premisesfee or the leasehold interest, including compensation for diminution in the value of Tenant’s interest in the Premiseswhether as damages or as compensation, shall belong to and will be the property of the Landlord, and . Tenant hereby assigns to Landlord all proceeds, whether by way of Tenant’s rightcompensation or damages, title and otherwise payable to Tenant for the leasehold interest in by reason of such taking. i. If this Lease is terminated due to a complete or partial taking of the Leased Premises, and to any the extent (and all such compensation; providedonly to the extent) then compensable under Texas law, however, that Tenant may, at its sole cost and expense, make a separate claim against may apply to the Condemning Authority for: condemning authority for (ai) the taking value of any non-removable personal property and equipment, or damaging the unamortized cost of Tenant’s personal property; leasehold improvements installed or made by Tenant in the Leased Premises, (bii) loss of interruption or damage to Tenant’s business; and (iii) moving and relocation expenses; provided, however, in no event whatsoever shall compensation to Tenant for any of the foregoing reduce (and Tenant shall have no interest in) the award to Landlord provided in this Section. d. If this Lease is terminated under any provision of this Section, rental and other sums due and payable by Tenant hereunder shall be payable up to the date that possession is taken by the taking authority, and Landlord will refund to Tenant an equitable portion of any such rental and other sums paid in advance but not yet earned by such date, and Landlord will refund any Security Deposit (subject to deductions set forth in this Lease, if any). e. If any authority having the power of eminent domain requests that Landlord convey to such authority all or any portion of the Leased Premises or Property, Landlord shall have the right to make a voluntary conveyance to such authority of all or any portion of the Property whether or not proceedings have been filed by such authority; and in the event of any such voluntary conveyance, it shall nevertheless for all purposes hereunder be deemed that there has been a taking by such authority of the property voluntarily conveyed by Landlord. f. If all or any portion of the Property becomes subject to a taking by eminent domain or a similar law for a limited period of time (c) cost “Temporary Taking”), this Lease shall remain in full force and effect and Tenant shall continue to perform all of moving or relocating the terms, conditions and covenants of this Lease, including the payment of rent and all other amounts required hereunder. If any such Temporary Taking terminates prior to the expiration of the Term, Tenant shall restore the Leased Premises as nearly as possible to the condition prior to such Temporary Taking, at Tenant’s property from sole cost and expense. Landlord shall be entitled to receive the Premisesentire award for any such Temporary Taking, except that Tenant shall be entitled to receive the portion of such award which: i. compensates Tenant for its loss of use of the Leased Premises within the applicable Lease Term; and ii. Notwithstanding anything herein reimburses Tenant for the reasonable out-of-pocket costs actually incurred by Tenant to restore the Leased Premises as required by this Section. g. Landlord shall not be liable to Tenant for – and Tenant will hold Landlord harmless form and against - any interruptions in Tenants business or losses suffered by Tenant for any temporary road closures, impairments of access to the contraryProperty, any condemnation award to Tenant will be available only or other interruptions in access to the extent such award is payable separately Leased Premises caused by any third party, including but not limited to Tenant and does not diminish the award available to Landlord or any Mortgageea governmental authority.

Eminent Domain. In If a part of the event the entire Premises is taken by any entity (the “Condemning Authority”) for any public or quasi-public use by the exercise of the right of eminent domain or by private purchase deed in lieu thereof (a “Condemnation”)which is so substantial that the Premises cannot reasonably be used by Subtenant for the operation of its business, then either party may terminate this Lease shall terminate automatically Sublease effective as of the date that the Condemning Authority takes possession of the Premisestaking. In Rent shall axxxx from the event date of the taking in proportion to any part of the Premises taken. If there is a Condemnation which affects temporary taking of a part of the Project, without regard to whether Premises which is so substantial that the Premises are cannot reasonably be used by Subtenant for the operation of its business, then Rent shall axxxx from the date of the taking in proportion to any part of such Condemnation, Landlord may terminate this Lease by giving notice to Tenantthe Premises taken. All compensation awarded or paid in any Condemnation proceeding The entire award for a total or partial taking of any kind shall be paid to Landlord or Sublandlord, and Subtenant shall have no right to share in the Premisesaward, including compensation except (i) for diminution in the portion of any award based on the value of Tenant’s interest the Tenant Improvements financed by Subtenant in the Premises, shall belong to and be the property excess of the Landlord, and Tenant hereby assigns to Landlord all of Tenant’s right, title and interest in and to any and all such compensationImprovement Allowance; provided, however, that Tenant may, at its sole cost and expense, make a separate claim against the Condemning Authority for: (a) the taking nothing contained herein shall be deemed to give Landlord or damaging of Tenant’s personal property; (b) loss of Sublandlord any interest in or damage require Subtenant to Tenant’s business; or (c) cost of moving or relocating Tenant’s property from the Premises. Notwithstanding anything herein to the contrary, any condemnation award to Tenant will be available only to the extent such award is payable separately to Tenant and does not diminish the award available assign to Landlord or Sublandlord any Mortgageeseparate award made to Subtenant for the taking of Subtenant’s personal property and trade fixtures, or its relocation costs, and (ii) in the event of a temporary taking in which there was no Rent abatement under this Sublease, then Subtenant shall be entitled to any portion of the award which was intended to compensate Sublandlord for lost rent during the period of the temporary taking. All obligations accrued to the date of the taking shall be performed by each party.

Eminent Domain. In Should the event the entire Premises is Mortgaged Estate, or any part thereof or interest therein, be taken or damaged by any entity (the “Condemning Authority”) for reason of any public improvement, condemnation or quasi-public use by the exercise of the right of eminent domain proceeding or by private purchase in lieu thereof any other manner (a “collectively, "Condemnation”"), then this Lease or should Grantor receive any notice or other information regarding such proceeding, Grantor shall terminate automatically as of the date that the Condemning Authority takes possession of the Premisesgive prompt written notice thereof to Beneficiary. In the event of a Condemnation which affects a part of the Project, without regard to whether the Premises are part of such Condemnation, Landlord Beneficiary may terminate this Lease by giving notice to Tenant. All compensation awarded or paid participate in any such Condemnation proceeding for a total or partial taking of the Premises, including compensation for diminution in the value of Tenant’s interest in the Premises, shall belong to and be the property of the Landlordproceedings, and Tenant hereby assigns Grantor shall from time to Landlord time deliver to Beneficiary all of Tenant’s right, title and interest in and instruments requested by Beneficiary to any and all permit such compensation; provided, however, that Tenant mayparticipation. Grantor shall, at its sole cost and expense, make diligently prosecute in a separate claim against 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 Condemning Authority for: (a) carrying on or defense of any such proceedings. All proceeds of Condemnation awards or proceeds of sale in lieu of Condemnation with respect to the taking or damaging of Tenant’s personal property; (b) loss of Mortgaged Estate and all judgments, decrees and awards for injury or damage to Tenant’s business; or (c) cost the Mortgaged Estate shall be paid to Beneficiary for the benefit of moving or relocating Tenant’s property from Grantor and shall be applied in the Premisesmanner in which Insurance Proceeds are to be applied pursuant to Section 1.06 hereof. Notwithstanding anything herein Grantor hereby assigns and transfers all such proceeds, judgments, decrees and awards to the contraryBeneficiary and agrees to execute such further assignments of all such proceeds, judgments, decrees and awards, as Beneficiary may request. Beneficiary is hereby authorized, in the name of Grantor, to execute and deliver valid acquittances for, and to appeal from, any condemnation award such judgment, decree or award. Beneficiary shall not be, in any event or circumstance, liable or responsible for failure to Tenant will be available only to collect or exercise diligence in the extent such award is payable separately to Tenant and does not diminish the award available to Landlord collection of any proceeds, judgments, decrees or any Mortgageeawards.

Eminent Domain. If the whole or any part of the Building shall be taken for public or quasipublic use by a governmental or other authority having the power of eminent domain, or shall be conveyed to such authority in lieu of such taking, and if such taking or conveyance shall cause the remaining part of the Building to be untenantable and inadequate for use by Tenant for the purpose for which it was leased, then Tenant may, at its option, terminate this Lease as of the date Tenant is required to surrender possession of the Building. In such event, all Base Rent and Additional Rent due under this Lease shall be apportioned to and shall cease as of the event date Tenant is required to surrender possession of the entire Premises is taken by any entity Building, and both parties shall be released from all further obligations and liability hereunder (the “Condemning Authority”) except for any public or quasi-public use by the exercise obligations previously incurred hereunder). If a part of the right of eminent domain Building shall be taken or by private purchase in lieu thereof (a “Condemnation”)conveyed, but the remaining part is tenantable and adequate for Tenant's use, then this Lease shall terminate automatically be terminated as to the part taken or conveyed as of the date Tenant surrenders possession; Landlord shall, to the extent that condemnation proceeds are available, make such repairs, alterations and improvements (exclusive of repairs, alterations or improvements to tenant improvements, if any, installed by Tenant pursuant to Section 8.02) as may be necessary to render the Condemning Authority takes possession of part not taken or conveyed tenantable; and all Base Rent and Additional Rent due under this Lease shall be reduced in proportion to the Premises. In the event of a Condemnation which affects a part of the Project, without regard to whether the Premises are part of such Condemnation, Landlord may terminate this Lease by giving notice to TenantBuilding so taken or conveyed. All compensation awarded for such taking or paid in any Condemnation proceeding for a total or partial taking of the Premises, including compensation for diminution in the value of Tenant’s interest in the Premises, conveyance shall belong to and be the property of the Landlord, without any deduction therefrom for any present or future estate of Tenant, and Tenant hereby assigns to Landlord all of Tenant’s its right, title and interest in and to any such award. However, Tenant shall have the right to recover from such authority, but not from Landlord, such compensation as may be awarded to Tenant on account of moving and all relocation expenses and depreciation to and removal of Tenant's trade fixtures and personal property and alterations or tenant improvements, if any, installed by Tenant pursuant to Section 8.02. XIII -- LIENS If, because of any act or omission of Tenant or anyone claiming by, through, or under Tenant, any mechanic's lien or other lien shall be filed against the Building or against other property of Landlord (whether or not such compensation; providedlien is valid or enforceable as such), however, that Tenant mayshall, at its sole cost and own expense, make cause the same to be discharged or bonded of record within a separate claim against reasonable time, not to exceed thirty (30) calendar days after the Condemning Authority for: (a) date Tenant becomes aware of the taking filing thereof, and shall also indemnify Landlord and hold it harmless from any and all claims, losses, damages, judgments, settlements, costs and expenses, including attorneys' fees, resulting therefrom or damaging of Tenant’s personal property; (b) loss of or damage to Tenant’s business; or (c) cost of moving or relocating Tenant’s property from the Premises. Notwithstanding anything herein to the contrary, any condemnation award to Tenant will be available only to the extent such award is payable separately to Tenant and does not diminish the award available to Landlord or any Mortgageeby reason thereof.

Eminent Domain. In If the event whole of the entire Demised Premises is shall be taken by any entity (public authority under the “Condemning Authority”) for any public or quasi-public use by the exercise of the right power of eminent domain or by private purchase in lieu thereof (a “Condemnation”)domain, then the term of this Lease lease shall terminate automatically cease as of the day possession shall be taken by such public authority, and the rent shall be paid up to that date that the Condemning Authority takes possession with a proportionate refund by Lessor of the Premisessuch rent as shall have been paid in advance. In the event that more than twenty percent (20%) of a Condemnation which affects the floor area of the building or the parking areas in the Demised Premises be so taken, the Lessor shall have the right to terminate this lease at the time and with the rent adjustment as above in this article provided, by giving Tenant written notice of termination within thirty (30) days after the taking of possession by such public authority. If twenty percent (20%) or more of the floor area of the building in the Demised Premises or twenty percent (20%) or more of the parking areas shall be so taken, then Tenant shall have the right either to terminate this lease, or, subject to Lessor's right of termination as set forth above in this Article, to continue in possession of the remainder of the Demised Premises upon notice in writing to Lessor of Tenant's intention within thirty (30) days after such taking of possession. In the event Tenant elects to remain possession, and Lessor does not so terminate, all of the terms herein provided shall continue in effect except that the rent shall be proportionately and equitably abated based on the area of the Demised Premises, if any, taken and Lessor shall make all necessary repairs of alterations to the building. All damages awarded for such taking under the power of eminent domain, whether for the whole or a part of the Project, without regard to whether the Premises are part of such Condemnation, Landlord may terminate this Lease by giving notice to Tenant. All compensation awarded or paid in any Condemnation proceeding for a total or partial taking of the Demised Premises, including shall be the property of Lessor whether such damages shall be awarded as compensation for diminution in the value of Tenant’s interest in the Premises, shall belong leasehold or to and be the property fee of the Landlord, and Tenant hereby assigns to Landlord all of Tenant’s right, title and interest in and to any and all such compensationDemised Premises; provided, however, that Lessor shall not be entitled to any separate award made to Tenant may, at its sole cost and expense, make a separate claim against the Condemning Authority for: (a) the taking or damaging of Tenant’s personal property; (b) for loss of or damage to Tenant’s business; or (c) , depreciation to, and cost of moving or relocating Tenant’s property from the Premises. Notwithstanding anything herein to the contraryremoval of stock and fixtures, any condemnation award to Tenant will be available only to the extent such award is payable separately to Tenant and does not diminish the award available to Landlord or any Mortgageerelocation of its business.

Eminent Domain. In If the event Building, the entire Premises is or a material part of either shall be taken by any authorized entity (the “Condemning Authority”) for any public or quasi-public use by the exercise of the right of eminent domain or by private negotiated purchase in lieu thereof (a “Condemnation”)under threat thereof, then so that the Premises shall become totally untenantable, this Lease shall terminate automatically as of the date that the Condemning Authority takes possession earlier of the Premisesdate when title or possession thereof is acquired or taken by the condemning authority and all rights of Tenant in this Lease shall immediately cease and terminate. In the event of a Condemnation which affects If a part of the Project, without regard to whether Building or a portion of the Premises are part of shall be taken such Condemnationthat the Premises become only partially untenantable, Landlord may terminate this Lease by giving notice to TenantBase Rent shall be proportionately abated. All compensation awarded for any taking (or paid in any Condemnation proceeding the proceeds of negotiated sale under threat thereof) whether for the whole or a total part of the Building or partial taking of the Premises, including shall be the property of Landlord, whether such proceeds or award is compensation for diminution in the value of loss or damage to Landlord's or Tenant’s interest 's property or their respective interests in the Premises, shall belong to and be the property of the Landlord, and Tenant hereby assigns all of its Interest in any such award to Landlord. However, nothing contained herein shall be deemed to give Landlord any interest In or require Tenant to assign to Landlord all of Tenant’s right, title and interest in and any separate award expressly made to any and all such compensation; provided, however, that Tenant may, at its sole cost and expense, make a separate claim against the Condemning Authority for: (a) the taking or damaging of personal property and fixtures belonging to Tenant’s personal property; (b) loss the interruption of or damage to Tenant’s business's business or profession; or (c) the cost of moving or relocating relocation expenses Incurred by Tenant’s property from ; and (d) Tenant's unamortized cost of leasehold improvements; provided that the Premises. Notwithstanding anything herein to the contrary, making of any condemnation such award to Tenant will be available only shall not reduce or diminish Landlord's award relating to the extent such award is payable separately 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 does not diminish the award available date of taking under this clause shall then be deemed the date agreed to Landlord under the terms of said agreement or any Mortgageestipulation.

Eminent Domain. In If the event the entire Premises is taken by any entity (the “Condemning Authority”) for any public or quasi-public use by the exercise whole of the right Premises or the Common Area, or so much thereof as to cause a material interference with the conduct of the Lessee's business in the Premises as a whole shall be taken under power of eminent domain or by private purchase in lieu thereof (a “Condemnation”)domain, then this Lease shall automatically terminate automatically as of the date that the Condemning Authority takes possession of such condemnation, or as of the Premisesdate possession is taken by the condemning authority, whichever is earlier. In No award for any partial or entire taking or the event of a Condemnation which affects a part balance of the Project, without regard to whether the Premises are part of such Condemnation, Landlord may terminate this Lease by giving notice to Tenant. All compensation awarded or paid in any Condemnation proceeding for a total or partial taking of the Premises, including compensation for diminution in the value of Tenant’s interest in the Premises, Project shall belong to and be the property of the Landlordapportioned, and Tenant the Lessee hereby assigns to Landlord all of Tenant’s rightthe Lessor any award which may be made in such taking or condemnation, title and interest in and to together with any and all such compensationrights of the Lessee now or hereafter arising in or to the same or any part thereof; provided, however, that Tenant maynothing contained herein shall be deemed to give the Lessor any interest in or to require the Lessee to assign to the Lessor any award made to the Lessee for its relocation expenses, at its sole cost and expense, make a separate claim against the Condemning Authority for: (a) the taking or damaging of Tenant’s personal property; (b) loss property and fixtures belonging to the Lessee, the interruption of or damage to Tenant’s business; or (c) the Lessee's business and/or for the Lessee's unamortized cost of moving 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 relocating Tenant’s property from 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. Notwithstanding anything herein In no event shall options to renew or extend be taken into consideration in determining the payment to be made to the contrary, Lessee. The Lessee's right to receive compensation or damages for its fixtures and personal property shall not be affected in any condemnation award to Tenant will be available only to the extent such award is payable separately to Tenant and does not diminish the award available to Landlord or any Mortgageemanner thereby.

Eminent Domain. In the event the entire Premises is taken by any entity If more than thirty-five percent (the “Condemning Authority”35%) for any public or quasi-public use by the exercise of the right floor area of the Premises shall be taken or appropriated under the power of eminent domain or by private purchase conveyed in lieu thereof (a “Condemnation”)thereof, then either party shall have the right to terminate this Lease shall terminate automatically as of the date that the Condemning Authority takes possession of the Premisesat its option. In the event of a Condemnation which affects a If any part of the ProjectBuilding, without regard to whether or not the Premises are included, or any part of such Condemnationthe 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 by giving notice at its option. In either of such events, Landlord shall receive (and Tenant shall assign to Tenant. All compensation awarded 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 Condemnation proceeding for a total part of any sum paid by virtue of such proceedings, whether or partial taking of the Premises, including compensation for diminution in not attributable to the value of Tenant’s interest in the Premises, shall belong to and be the property 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 and the Premises have been damaged as a consequence of such partial taking or appropriation or conveyance, Landlord shall, to the extent of the net award received by Landlord, restore the remaining part of the Premises at Landlord's cost and Tenant hereby assigns to Landlord all of Tenant’s right, title and interest in and to any and all such compensationexpense; provided, however, that Tenant may, at its sole cost and expense, make a separate claim against the Condemning Authority for: (a) the taking Landlord shall not be required to repair or damaging of Tenant’s personal property; (b) loss of restore any injury or damage to the 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’s business; or (c) cost . Thereafter, the rent to be paid under this Lease for the remainder of moving or relocating Tenant’s property from its term shall be proportionately reduced, such reduction to be based upon the ratio of floor area taken to the total floor area of the Premises. Notwithstanding anything herein to the contrary, any condemnation award to Tenant will be available only to the extent such award is payable separately to Tenant and does not diminish the award available to Landlord or any Mortgagee.

Eminent Domain. In If all or any portion of the event the entire Premises is taken from Tenant by power of eminent domain or condemned by any entity competent authority (the “Condemning Authority”) for any public or quasi-public use or purpose, or if Landlord shall grant a deed or other instrument in lieu of and under the threat of such taking by the exercise of the right of eminent domain or by private purchase condemnation (all of which is referred to in lieu thereof (this paragraph as being “Condemned”, or as a “Condemnation”), this Lease shall terminate as to the part so taken as of the date the Condemning Authority takes title or possession, whichever occurs first. If ten percent (10%) or more of the Premises are Condemned, or if so much of the parking areas of the Premises are taken that Tenant will not have the use of the number of parking spaces required by appropriate codes or ordinances, Landlord shall have the option to terminate this Lease upon ninety (90) days’ notice to Tenant, provided such notice is given no later than one hundred eighty (180) days after the date of the Condemnation. If less than all of the Premises is Condemned and if Landlord does not elect to terminate this Lease, then this Lease shall terminate automatically remain in full force and effect as to the portion of the date Premises remaining, except that the Condemning Authority takes possession Base Rent shall be reduced in the same proportion as the rentable floor area of the Premises taken bears to the total rentable floor area of the Premises. In the event of a Condemnation which affects a part of the Project, without regard to whether the Premises are part of such Condemnation, Landlord may terminate this Lease by giving notice to Tenant. All compensation awarded The entire award or paid payment in connection with any Condemnation proceeding for a total or partial taking of the Premises, including compensation for diminution in the value of Tenant’s interest in the Premises, shall belong to and be the property of the Landlord, and Tenant hereby assigns to Landlord all whether such award or payment is made as compensation for diminution of Tenant’s right, title and interest in and to any and all such compensationvalue of the leasehold or for the taking of the fee or as severance damages; provided, however, that Tenant mayshall be entitled to compensation, at its sole cost and expenseif separately awarded to Tenant, make a separate claim against the Condemning Authority for: (a) the taking or damaging for Tenant’s relocation expenses and/or loss of Tenant’s personal property; (b) loss of or damage trade fixtures. Tenant hereby waives any and all rights it might otherwise have pursuant to Tenant’s business; or (c) cost of moving or relocating Tenant’s property from the Premises. Notwithstanding anything herein to the contrary, any condemnation award to Tenant will be available only to the extent such award is payable separately to Tenant and does not diminish the award available to Landlord or any MortgageeNRS 37.115.

Eminent Domain. In the event A. If title to the entire Premises is taken by any entity (the “Condemning Authority”) for any public or quasi-public use under any statute or by the exercise of the right of eminent domain domain, or by private purchase in lieu thereof (of eminent domain, during the term of this lease, or if a “Condemnation”)substantial portion of the Premises should be taken so as to impair materially the use of the Premises contemplated under this lease and thereby frustrate PORT's and TENANT's purpose in entering into this lease, then then, in either event, this Lease lease shall terminate automatically as on the date title to such portion of the date Premises vests in such public or quasi-public authority; provided, that the Condemning Authority takes possession annual rent due under this lease shall be proportionately reduced for any period of time for which TENANT does not have full use of the Premises. In the event either event, all compensation and damages payable for or on account of a Condemnation which affects a part of the Project, without regard to whether the Premises are part of such Condemnation, Landlord may terminate this Lease by giving notice to Tenant. All compensation awarded or paid in any Condemnation proceeding for a total or partial taking of the Premises, including compensation for diminution in the value of Tenant’s interest in the Premises, land underlying the Premises shall belong be payable to and be the sole property of PORT. B. If a taking shall occur which does not result in termination as provided in subparagraph 23A, TENANT shall promptly reconstruct and restore the Landlordportion of the Premises not so taken to an architecturally complete unit suitable for use by TENANT; and the annual rent thereafter payable by TENANT shall be proportionately reduced to account for the reduced economic value to TENANT, if any, occasioned by reason of such taking. All compensation and damages payable for or on account of such taking shall be applied first to the reconstruction and restoration of the Premises by TENANT pursuant to this subparagraph, and Tenant hereby assigns the remainder shall be paid to Landlord PORT. C. No taking of TENANT's leasehold estate in the Premises or any part thereof without a taking of the fee shall terminate, or give TENANT the right to surrender, this lease; nor shall such taking excuse TENANT from full performance of its covenants for the payment of rent and other charges or from full performance of any other obligations under this lease capable of performance by TENANT after any such taking. In such case, all compensation and damages payable for or on account of Tenant’s rightsuch taking, title including without limitation compensation and interest in and to any and all such compensation; provided, however, that Tenant may, at its sole cost and expense, make a separate claim against the Condemning Authority for: (a) the taking or damaging of Tenant’s personal property; (b) damages for loss of or damage anticipated income, shall be payable to Tenant’s business; or (c) cost and be the sole property of moving or relocating Tenant’s property from the Premises. Notwithstanding anything herein to the contrary, any condemnation award to Tenant will be available only to the extent such award is payable separately to Tenant and does not diminish the award available to Landlord or any MortgageeTENANT.

Eminent Domain. In If the event whole or any part of the entire Leased Premises is shall be taken by any entity (the “Condemning Authority”) for any public or quasi-public use by a governmental or other authority having the exercise of the right power of eminent domain or by private purchase shall be conveyed to such authority in lieu thereof (of such taking, and if such taking or conveyance shall cause the remaining part of the Leased Premises to be untenantable and inadequate for use by Tenant for the purpose for which they were leased, then either Landlord or Tenant may, at their respective option, terminate this Lease as of the date Tenant is required to surrender possession of the Leased Premises by giving written notice of such termination to the other party. If a “Condemnation”)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 automatically be terminated as to the part taken or conveyed as of the date that Tenant surrenders possession; Landlord shall make such repairs, alterations and improvements as may be necessary to render the Condemning Authority takes part not taken or conveyed tenantable; and Rental shall be reduced in proportion to the part of the Leased Premises so taken or conveyed. However, if the compensation awarded (reduced by any application thereof by Landlord's mortgage to its mortgage is insufficient to restore the Leased Premises, Landlord shall have the option to terminate this Lease as of the date Tenant is required to surrender possession of the Premises. In the event of a Condemnation which affects a part of the Project, without regard to whether the Leased Premises are part by giving Tenant written notice of such Condemnation, Landlord may terminate this Lease by giving notice to Tenanttermination. All compensation awarded for such taking or paid in any Condemnation proceeding for a total or partial taking of the Premises, including compensation for diminution in the value of Tenant’s interest in the Premises, conveyance shall belong to and be the property of the LandlordLandlord without any deduction therefrom for any present or future estate of Tenant, and Tenant hereby assigns to Landlord all of Tenant’s its right, title and interest in and to any such award. However, Tenant shall have the right to recover from such authority, but not from Landlord, such compensation as may be awarded to Tenant on account of moving and all such compensation; provided, however, that Tenant may, at its sole cost relocation expenses and expense, make a separate claim against the Condemning Authority for: (a) the taking or damaging depreciation to and removal of Tenant’s personal 's property; (b) loss of or damage to Tenant’s business; or (c) cost of moving or relocating Tenant’s property from the Premises. Notwithstanding anything herein to the contrary, any condemnation award to Tenant will be available only to the extent such award is payable separately to Tenant and does not diminish the award available to Landlord or any Mortgagee.

Eminent Domain. In If the event whole or any part of the entire Premises is shall be taken by any entity (the “Condemning Authority”) for any public or quasi-public use by a governmental or other authority having the exercise of the right power of eminent domain or by private purchase shall be conveyed to such authority in lieu thereof (of such taking, and if such taking or conveyance shall cause the remaining part of the Premises to be untenantable and inadequate for use by Tenant for the purpose for which they were leased, then either Landlord or Tenant may, at their respective option, terminate this Lease as of the date Tenant is required to surrender possession of the Premises by giving written notice of such termination to the other party. If a “Condemnation”)part of the Premises shall be taken or conveyed but the remaining part is tenantable and adequate for Tenant’s use, then this Lease shall terminate automatically be terminated as to the part taken or conveyed as of the date that Tenant surrenders possession; Landlord shall make such repairs, alterations and improvements as may be necessary to render the Condemning Authority takes possession of part not taken or conveyed tenantable to the Premises. In extent the event of a Condemnation which affects a condemnation award proceeds received by Landlord are sufficient therefor; and the rent shall be reduced in proportion to the part of the Project, without regard Premises so taken or conveyed. If Landlord does not receive a condemnation award sufficient to whether restore the remaining part of the Premises are part of such Condemnationto a tenantable condition in Tenant’s reasonable opinion, Landlord Tenant may terminate this Lease by giving notice to TenantLease. All compensation awarded for such taking or paid in any Condemnation proceeding for a total or partial taking of the Premises, including compensation for diminution in the value of Tenant’s interest in the Premises, conveyance shall belong to and be the property of the LandlordLandlord without any deduction therefrom for any present or future estate of Tenant, and Tenant hereby assigns to Landlord all of Tenant’s its right, title and interest in and to any such award. However, Tenant shall have the right to recover from such authority, but not from Landlord, such compensation as may be awarded to Tenant on account of moving and all such compensation; provided, however, that Tenant may, at its sole cost relocation expenses and expense, make a separate claim against the Condemning Authority for: (a) the taking or damaging depreciation to and removal of Tenant’s personal property; (b) loss of or damage to Tenant’s business; or (c) cost of moving or relocating Tenant’s property from the Premises. Notwithstanding anything herein to the contrary, any condemnation so long as such award to Tenant will be available only to the extent such award is payable separately to Tenant and does not diminish the reduce any award available payable to Landlord or any MortgageeLandlord.

Eminent Domain. In If any substantial part of the event Demised Premises or more than thirty percent (30%) of the entire Premises total Shopping Center is taken by any entity (under the “Condemning Authority”) for any public or quasi-public use by the exercise of the right power of eminent domain or by private purchase (including any conveyance made in lieu thereof (a “Condemnation”thereof), and such taking makes the operation of Tenant's business on the Demised Premises impractical, then this Lease Tenant shall terminate automatically as of have the date that the Condemning Authority takes possession of the Premises. In the event of a Condemnation which affects a part of the Project, without regard right to whether the Premises are part of such Condemnation, Landlord may terminate this Lease by giving Landlord written notice of such termination within thirty (30) days after such taking; and if Tenant does not so elect to Tenantterminate this Lease, Landlord, at its option, may either terminate this Lease or apply the proceeds of such condemnation to repair and restore the Demised Premises to tenantable condition, in which case the rental to be paid by Tenant hereunder shall be proportionately and equitably reduced. All compensation awarded for any taking (or paid the proceeds of private sale in any Condemnation proceeding lieu thereof) whether for the whole or a total or partial taking part of the Premises, including compensation for diminution in the value of Tenant’s interest in the Demised Premises, shall belong to and be the property of Landlord, whether such award is compensation for damages to Landlord's or Tenant's interest in the LandlordDemised Premises, and Tenant hereby assigns to Landlord all of Tenant’s right, title and its interest in and any such award to any and all such compensationLandlord; provided, however, that Landlord shall have no interest in any award made to Tenant may, for relocation expenses or for the taking of Tenant's trade fixtures and other property within the Demised Premises (which Tenant is authorized to remove at its sole cost and expense, make termination pursuant to Paragraph 14) if a separate claim against the Condemning Authority for: (a) the taking or damaging award of Tenant’s personal property; (b) loss of or damage such items is made to Tenant’s business; or (c) cost of moving or relocating Tenant’s property from the Premises. Notwithstanding anything herein to the contrary, but any condemnation such award to Tenant will shall be available only subject to the extent such award is payable separately to Tenant and does not diminish prior rights of the award available to Landlord or any Mortgageefirst mortgagee.

Eminent Domain. In If any proceeding or action is commenced for the event taking of the entire Premises is taken by Trust Estate, or any entity (the “Condemning Authority”) part thereof or interest therein, for any public or quasi-public use by under the exercise of the right power of eminent domain domain, condemnation or otherwise, or if the same is taken or damaged by private purchase reason of any public improvement or condemnation proceeding, or in lieu any other manner, or should Borrower receive any notice or other information regarding such proceeding, action, taking or damage, Borrower shall give prompt written notice thereof (a “Condemnation”), then this Lease shall terminate automatically as of the date that the Condemning Authority takes possession of the Premisesto Lender. In the event of a Condemnation which affects a part of the ProjectLender is entitled at its option, without regard to whether the adequacy of its security, to commence, appear in and prosecute in its own name any such action or proceeding. Lender is also entitled to make any compromise or settlement in its own name in connection with such taking or damage. All compensation, awards, damages, rights of action and proceeds awarded to Borrower by reason of any such taking or damage to the Premises are or any part thereof or any interest therein for public or quasi-public use under the power of such Condemnationeminent domain, Landlord may terminate this Lease by giving notice to Tenant. All compensation awarded reason of any public improvement or paid condemnation proceeding, or in any other manner (the "Condemnation proceeding for a total or partial taking Proceeds") are hereby assigned to Lender and Borrower agrees to execute such further assignments of the PremisesCondemnation Proceeds as Lender or Trustee may require. After deducting therefrom all costs and expenses (regardless of the particular nature thereof and whether incurred with or without suit), including compensation for diminution attorneys' fees, incurred by it in connection with any such action or proceeding, Lender shall apply all such Condemnation Proceeds to the value of Tenant’s interest in the Premises, shall belong to and be the property restoration of the LandlordImprovements (other than Condemnation Proceeds attributable to temporary use or occupancy which may be applied, and Tenant hereby assigns at Lender's option, to Landlord all installments of Tenant’s right, title principal and interest in and to any other charges due under the Note and all such compensation; provided, however, that Tenant may, at its sole cost other Loan Documents when the same become due and expense, make a separate claim against the Condemning Authority for: payable) provided that: (a) the taking or damaging of Tenant’s personal propertydamage will not, in Lender's reasonable judgment, materially impair the security for the Loan; and (b) loss all conditions set forth in Section 1.5 are met. If all of the above conditions are met, Lender shall disburse the Condemnation Proceeds in accordance with the Loan Agreement and only as repairs or damage to Tenant’s business; replacements are effected and continuing expenses become due and payable. If any one or (c) cost more of moving or relocating Tenant’s property from the Premises. Notwithstanding anything herein above conditions are not met, to the contrarymaximum extent not prohibited by applicable law, any condemnation award to Tenant will be available only Lender shall apply all of the Condemnation Proceeds, after deductions as herein provided, to the extent repayment of the outstanding balance of the Note, together with all accrued interest thereon, in such award is payable separately order as Lender may elect, notwithstanding that said outstanding balance may not be due and payable, and Lender will have no further obligation to Tenant and does make disbursements pursuant to the Loan Agreement or the other Loan Documents. Application or release of the Condemnation Proceeds as provided herein will not diminish the award available cure or waive any default or notice of default hereunder or under any other Loan Document or invalidate any act done pursuant to Landlord or any Mortgageesuch notice.

Eminent Domain. In If the event whole of the entire Premises is premises hereby leased shall be taken by any entity (public authority under the “Condemning Authority”) for any public or quasi-public use by power of eminent domain, then the exercise tern of this lease shall cease as of the day possession shall be taken by such public authority and the rent shall be paid up to that day, with a proportionate refund by Landlord of such rent as may have been paid in advance for a period subsequent to the date of the taking. If less than the whole, but more than 25% of the leased premises, shall be taken under eminent domain, or less than the whole but more then 35% of the building shall be taken under eminent domain, Landlord and Tenant shall each have the right to terminate this lease and delay the same null and void, by written notice of eminent domain or by private purchase in lieu thereof such intention to the other party within ten (a “Condemnation”), then this 10) days after such termination. The Lease term shall terminate automatically cease only on the part so taken as of the date possession shall be taken by such public authority and Tenant shall pay rent up to that date, with appropriate refund by Landlord of such rent as may have been paid in advance for a period subsequent to the Condemning Authority takes possession date of the Premisestaking. In All damages awarded for such taking under the event power of a Condemnation which affects eminent domain, whether for the whole or a part of the Project, without regard to whether the Premises are part of such Condemnation, Landlord may terminate this Lease by giving notice to Tenant. All compensation awarded or paid in any Condemnation proceeding for a total or partial taking of the Premises, including compensation for diminution in the value of Tenant’s interest in the Premisesleased premises, shall belong to and be the property of the Landlord, and Tenant hereby assigns whether such damages shall be awarded as compensation for diminution in value to Landlord all the leasehold or to the fee of Tenant’s right, title and interest in and to any and all such compensationthe premises; provided, however, that Tenant mayLandlord shall not be entitled to the award, at its sole if any, made for depreciation to, and cost and expense, make a separate claim against the Condemning Authority for: (a) the taking or damaging of removal of Tenant’s personal property; (b) loss of or damage to Tenant’s business; or (c) cost of moving or relocating Tenant’s property from the Premises. Notwithstanding anything herein to the contrary, any condemnation award to Tenant will be available only to the extent such award is payable separately to Tenant and does not diminish the award available to Landlord or any Mortgagee's stock in trade fixtures.

Eminent Domain. In If the event whole or more than fifty (50%) percent of the entire Premises is leased premises shall be taken by any entity (public authority under the “Condemning Authority”) for any public or quasi-public use by the exercise of the right power of eminent domain or by private purchase sold to public authority under threat or in lieu thereof (of such a “Condemnation”)taking, then the term of this Lease shall cease on the part so taken, as of the day possession shall be taken by such public authority, and the rent shall be paid up to that date. Landlord or Tenant may, by written notice to the other, within thirty (30) days from the date possession is taken by public authority, terminate automatically this Lease. In the event that neither Landlord or Tenant terminates this Lease, all of the terms herein provided shall continue in effect, except that as of the date that possession is taken by public authority, the Condemning Authority takes possession rent and other charges payable by Tenant to Landlord shall be reduced in proportion to the floor area of the Premisesleased premises taken and Landlord shall, at its expense, make all necessary repairs or alterations to the basic building, so as to constitute the remaining leased premises as a complete architectural unit, and Tenant, at Tenant's sole cost, shall similarly act with respect to Tenant's improvements, trade fixtures, furnishings and equipment. In All damages awarded for such taking under the event power of a Condemnation which affects eminent domain or sale under threat or in lieu of such taking, whether for the whole or a part of the Project, without regard to whether the Premises are part of such Condemnation, Landlord may terminate this Lease by giving notice to Tenant. All compensation awarded or paid in any Condemnation proceeding for a total or partial taking of the Premises, including compensation for diminution in the value of Tenant’s interest in the Premisesleased premises, shall belong to and be the property of Landlord, irrespective of whether such damages shall be awarded as compensation for diminution in value to the Landlordleasehold or to the fee of the leased premises, and Tenant hereby assigns to shall have no claim against either Landlord all of Tenant’s right, title and interest in and to any and all such compensationor the condemning authority with respect thereto; provided, however, that Tenant mayLandlord shall not be entitled to any award specifically designated as compensation for, at its sole depreciation to, and cost and expense, make a separate claim against the Condemning Authority for: (a) the taking or damaging of removal of Tenant’s personal property; (b) loss of or damage to Tenant’s business; or (c) cost of moving or relocating Tenant’s property from the Premises. Notwithstanding anything herein to the contrary, any condemnation award to Tenant will be available only to the extent such award is payable separately to Tenant 's stock and does not diminish the award available to Landlord or any Mortgageefixtures.

Eminent Domain. In Appropriation of all the event the entire Premises is taken by any entity (the “Condemning Authority”) for any public or quasi-public use by the exercise of the right of eminent domain or by private purchase in lieu thereof (a “Condemnation”), then leased premises shall terminate this Lease shall terminate automatically as of the date that the Condemning Authority takes possession thereof. If part, but not all of the Premises. In the event of a Condemnation which affects a part leased premises shall be appropriated, and loss of the Projectpart appropriated would have significant detrimental effect on Lessee’s use of the premises or if the part appropriated includes thirty percent (30%) or more of the premises subject to this Lease, without regard then Lessee shall have the right to whether the Premises are part of such Condemnation, Landlord may terminate cancel this Lease by giving written notice to TenantLessor given within fifteen (15) days after such appropriation. All compensation awarded or paid in any Condemnation proceeding for Lessee shall vacate the premises within a total or partial taking reasonable period, not exceeding six months after the giving of such notice and upon its vacation, this Lease shall terminate. If Lessee does not exercise its cancellation right, Lessor shall, at the expiration of the Premisesfifteen (15) day period, including compensation for diminution proceed with all reasonable dispatch to repair any damage to the premises caused by the appropriation, and Lessee shall be entitled to a reasonable adjustment in the rent accruing hereunder from the date of appropriation reflective of the diminished utility or ease of use of the premises to Lessee. Lessee shall not be entitled to any part of an award or settlement of damages representing the value of Tenant’s interest in the Premisesbuilding appropriated, shall belong to and be the property of the Landlordor any estate therein, and Tenant hereby assigns to Landlord all of Tenant’s right, title and interest in and to any and all such compensation; provided, however, that Tenant may, at its sole cost and expense, make a separate claim against the Condemning Authority for: (a) the taking or damaging of Tenant’s personal property; (b) loss of or damage to Tenant’s business; the residue of the leased premises or (c) other property of Lessor, it being agreed that as between Lessor and Lessee any such award shall be the sole property of Lessor. However, in any condemnation proceeding, Lessee may claim and receive compensation from the condemning authority for damage to its fixtures and for the cost of moving removal and damage by reason thereof. No appropriation of part or relocating Tenant’s property from all of the Premises. Notwithstanding anything herein leased premises, or cancellation of this Lease pursuant to the contrarythis paragraph shall be deemed an eviction of Lessee, or a breach of any condemnation award to Tenant will be available only to the extent such award is payable separately to Tenant and does not diminish the award available to Landlord or any Mortgageecovenant of Lessor hereunder.

Eminent Domain. In If all or any part of the event the entire Premises is demised premises shall be taken by any entity (public authority under the “Condemning Authority”) for any public or quasi-public use by the exercise of the right power of eminent domain or by private purchase in lieu thereof (a “Condemnation”)domain, then this Lease shall terminate automatically as to the part so taken as of the date that the Condemning Authority takes possession of that part shall be taken, and Landlord and Tenant shall each have the Premisesright to terminate this Lease upon written notice to the other, which notice shall be delivered within thirty (30) days following the date notice is received of such taking. In the event of a Condemnation which affects a part that neither party hereto shall terminate this Lease, Landlord shall, to the extent the proceeds of the Project, without regard to whether the Premises condemnation award are part of such Condemnation, Landlord may terminate this Lease by giving notice to Tenant. All compensation available (other than any proceeds awarded or paid in any Condemnation proceeding for a total or partial taking of the Premises, including compensation for diminution in the value of Tenant’s interest any land taken), make all necessary repairs to the demised premises and the Building to render and restore the same to a complete architectural unit and Tenant shall continue in possession of the Premisesportion of the demised premises not taken under the power of eminent domain, under the same terms and conditions as are herein provided, except that the rent reserved herein shall be reduced in direct proportion to the amount of the demised premises so taken. All damages awarded for such taking shall belong to and be the property of the Landlord, and Tenant hereby assigns whether such damages be awarded as compensation for diminution in value of the leasehold or to Landlord all the fee of Tenant’s right, title and interest in and to any and all such compensationthe demised premises; provided, however, that Landlord shall not be entitled to any portion of the award made separately to Tenant mayfor removal and reinstallation of trade fixtures, at its sole cost and expense, make a separate claim against the Condemning Authority for: (a) the taking or damaging of Tenant’s personal property; (b) loss of business, or damage to Tenant’s business; or (c) cost of moving or relocating Tenant’s property from the Premises. Notwithstanding anything herein to the contraryexpenses, any condemnation provided such award to Tenant will be available only to the extent such award is payable separately to Tenant and does not diminish reduce the award available otherwise payable to Landlord or any MortgageeLandlord.

Eminent Domain. In If the event whole or any part of the entire Leased Premises is shall be taken by any entity (the “Condemning Authority”) for any public or quasi-public use by a governmental or other authority having the exercise of the right power of eminent domain or by private purchase shall be conveyed to such authority in lieu thereof of such taking, Landlord shall have the option to terminate this Lease upon thirty (30) days written notice from Landlord to Tenant provided such taking materially and substantially impairs Tenant's ability to conduct its normal operations to the extent that the Tenant shall abandon the Leased Premises. 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 untenantable and 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 “Condemnation”)part of the Leased Premises shall be taken or conveyed but the remaining part is tenantable and adequate for Tenant's use, and Landlord does not exercise its option to terminate this Lease, then this Lease shall terminate automatically be terminated as to the part taken or conveyed as of the date that Tenant surrenders possession; Landlord shall make such repairs, alterations and improvements as may be necessary to render the Condemning Authority takes possession of part not taken or conveyed tenantable; and the Premises. In rent shall be reduced in proportion to the event of a Condemnation which affects a part of the Project, without regard to whether the Leased Premises are part of such Condemnation, Landlord may terminate this Lease by giving notice to Tenantso taken or conveyed. All compensation awarded for such taking or paid in any Condemnation proceeding for a total or partial taking of the Premises, including compensation for diminution in the value of Tenant’s interest in the Premises, conveyance shall belong to and be the property of the LandlordLandlord without any deduction therefrom for any present or future estate of Tenant, and Tenant hereby assigns to Landlord all of Tenant’s rightits rights, title and interest in and to any and all such compensation; providedaward. However, however, that Tenant may, at its sole cost and expense, make shall have the right to assert a separate claim against the Condemning Authority for: (a) the taking or damaging of Tenant’s personal property; (b) loss of or damage to Tenant’s business; or (c) cost of moving or relocating Tenant’s property such authority, but not from the Premises. Notwithstanding anything herein to the contraryLandlord, any condemnation award provided such compensation as may be awarded to Tenant will be available only to the extent such award is payable separately to Tenant and does shall not diminish the award available to Landlord or any MortgageeLandlord's award.

Eminent Domain. In Except as may be otherwise agreed to by Landlord and Tenant as provided in this Section, if all of the event Premises, or such portion of the entire Premises is and/or Building or access thereto (including access to parking at the Complex) as renders the remainder impractical for the Permitted Use, are taken by any entity (public authority under the “Condemning Authority”) for any public power or quasi-public use by the exercise of the right threat of eminent domain or by private purchase in lieu thereof (thereof, then the term of this Lease shall cease as of the date possession shall be taken by such public authority, and Landlord shall make a “Condemnation”)pro rata refund of any Annual Base Rent that may have been paid in advance. In the event that less than the entire Building is so taken and the Premises are not in that portion of the Building so taken and provided the Premises are not rendered untenantable thereby but Landlord reasonably determines that operation of the remainder of the Building is thereby rendered impracticable, then this Lease shall terminate automatically as only at the option of the date that the Condemning Authority takes possession of the PremisesLandlord. In the event of a Condemnation which affects that only a part of the Project, without regard to whether Premises is so taken and the Premises are part of such Condemnation, Landlord may terminate parties agree that this Lease by giving notice to Tenantshall not so terminate, there shall be a pro rata reduction in Annual Base Rent for the period following such taking, and all other terms and provisions hereof shall remain in full effect. All compensation damages awarded or paid in for any Condemnation proceeding for a total or partial such taking of the Premises, including compensation for diminution in the value of Tenant’s interest in the Premises, shall belong to and be the property of Landlord for diminution in value to this leasehold or to the Landlord, and Tenant hereby assigns to Landlord all fee of Tenant’s right, title and interest in and to any and all such compensationthe Premises; provided, however, that Landlord shall not be entitled to any portion of the award made to Tenant may, at its sole cost and expense, make a separate claim against the Condemning Authority for: (a) the taking or damaging of Tenant’s personal property; (b) for loss of or damage business, depreciation to Tenant’s business; or (c) and cost of moving or relocating Tenant’s property from removal of stock and fixtures. For the Premises. Notwithstanding anything herein to the contraryavoidance of doubt, any condemnation award temporary closure of the Premises pursuant to Tenant will be available only to the extent such award is payable separately to Tenant and a government order does not diminish satisfy the award available to Landlord or any Mortgageerequirements of an eminent domain taking under this paragraph.

Eminent Domain. In a. If the event the entire total Demised Premises is taken taken, acquired or purchased by or through condemnation proceedings or any entity (right of eminent domain or any other authority of law, with or without the “Condemning Authority”) entry of an order in a judiciary proceeding, this Lease shall terminate as of the date of taking without further liability by the parties hereto. b. The date of any taking shall be the date specified in the official notice of the condemning authority, or in the absence of such notice, the vesting of title in said authority. Subject to the provisions as hereinafter provided in this paragraph, all rent or other charges paid or payable by Tenant to Landlord shall be abated as of the date of said taking. Upon any termination or cancellation of this Lease, as provided in this section, all rent or other charges paid in advance for any period after the effective date of the taking shall be refunded to Tenant, less any sums due Landlord from Tenant. c. Landlord reserves to itself all rights to damages or compensation accruing on account of any such taking of the real property comprising and included in the Demised Premises as aforesaid or by reason of any act or any public or quasi-public use by the exercise authority for which damages are payable. Tenant shall not be entitled to any portion of the right award as a result of eminent domain the loss of its leasehold interest; however, Tenant may seek compensation for Tenant’s fixtures and moving expenses, provided such award shall not diminish Landlord’s award. d. In the event that 20% or by private purchase in lieu thereof (a “Condemnation”)less of the Building is taken, then this Lease shall terminate automatically as of remain in full force and effect and the date that the Condemning Authority takes possession of the Premisesrental payable hereunder shall be equitably adjusted. In the event of a Condemnation which affects a part that more than 20% of the ProjectBuilding is taken, without regard to whether the Premises are part of such Condemnation, Landlord Tenant may terminate this Lease by giving Lease, provided the Tenant sends written notice to Tenant. All compensation awarded or paid in any Condemnation proceeding for a total or partial taking of the Premises, including compensation for diminution in termination to the value of Tenant’s interest in the Premises, shall belong to and be the property Landlord within fifteen (15) business days of the Landlord, and Tenant hereby assigns to Landlord all later of Tenant’s right, title and interest in and to any and all such compensation; provided, however, that Tenant may, at its sole cost and expense, make receipt of a separate claim against the Condemning Authority for: (a) notice of the taking or damaging the effective date of Tenant’s personal property; the taking, time being of the essence. If no such notice is sent, the Lease shall remain in force and effect as provided in the first sentence of this sub-paragraph (b) loss of or damage to Tenant’s business; or (c) cost of moving or relocating Tenant’s property from the Premises. Notwithstanding anything herein to the contrary, any condemnation award to Tenant will be available only to the extent such award is payable separately to Tenant and does not diminish the award available to Landlord or any Mortgageed).

Eminent Domain. In a. If the event whole of the entire Demised Premises, or such portion thereof as to render the remainder unsuitable for the purposes for which the Demised Premises is were leased, be taken by any entity (the “Condemning Authority”) or condemned for any public or quasi-public use or purposes by the exercise of the any competent authority in appropriation proceedings or by any right of eminent domain or by private purchase in lieu thereof (a “Condemnation”)domain, then this Lease lease shall cease and terminate automatically as from the time possession thereof is required for public use. Any dispute under the provisions of this paragraph shall be submitted to the date that American Arbitration Association in accordance with its procedures at such time, which determination shall be binding upon the Condemning Authority takes possession of the Premises. In the event of a Condemnation which affects a parties hereto. b. If any part of the ProjectDemised Premises shall be so taken and this lease shall not terminated under the provisions of Section "A" above, without regard then Lessor, at it's own expense, shall repair and restore the portion not affected by the taking, and thereafter the rent to whether be paid by Lessee shall be equitable and proportionately adjusted. The repair and restoration work of Lessor shall not, however, exceed the Premises are part scope of such Condemnation, Landlord may terminate this Lease the work required to be done by giving notice to Tenant. Lessor in originally constructing Lessee's Demised Premises. c. All compensation awarded or paid in any Condemnation proceeding for upon such a total or partial taking of the Premises, including compensation for diminution in the value of Tenant’s interest in the Premises, shall belong to and be the property of Lessor without participation by Lessee and without any deduction therefrom for any present or future estate of Lessee. Lessee shall, however, be entitled to claim, prove and receive in such condemnation proceedings, such award as may be allowed for loss of business and for fixtures and other equipment installed by Lessee, provided that not such claim of Lessee shall diminish or otherwise adversely affect Lessor's award or the Landlord, and Tenant hereby assigns to Landlord all award of Tenant’s right, title and interest in and to any and all such compensation; provided, however, that Tenant may, at its sole cost ground and expense, make a separate claim against the Condemning Authority for: (a) the taking or damaging of Tenant’s personal property; (b) loss of or damage to Tenant’s business; or (c) cost of moving or relocating Tenant’s property from the Premises. Notwithstanding anything herein to the contrary, any condemnation award to Tenant will be available only to the extent such award is payable separately to Tenant underlying lessors and does not diminish the award available to Landlord or any Mortgageemortgagees.

Eminent Domain. In If all or any substantial part of the event buildings constituting the entire Leased Premises is taken shall be condemned by any entity (the “Condemning Authority”) for any public or quasi-public use by the exercise of the right of eminent domain or by private purchase other competent authority, or conveyed or transferred in lieu thereof (a “Condemnation”)of condemnation, then this Lease shall terminate automatically end on the date when the possession of the part so taken shall be required by such authority, without apportionment of the award to or for the benefit of Lessee. If any condemnation proceeding shall be instituted in which it is sought to take or damage any part of the buildings, or if any part of the buildings is conveyed or transferred in lieu of condemnation, and such partial taking makes it necessary or desirable to remodel the buildings to conform to the taking, either Lessor or Lessee may cancel this Lease upon not less than sixty (60) days' prior written notice to the other party. If this Lease is terminated as hereinabove provided, the rentals at the then current rate shall be apportioned as of the date that of termination. No money or other consideration shall be payable by Lessor to Lessee for the Condemning Authority takes possession right of the Premises. In the event termination of a Condemnation which affects a part of the Project, without regard to whether the Premises are part of such Condemnation, Landlord may terminate this Lease by giving notice pursuant to Tenantthis article. All compensation condemnation awards and other sums awarded or paid in any Condemnation proceeding shall be agreed upon by Lessor and the condemning authority for a total or partial the taking of the Premisesinterest of Lessor and Lessee, including compensation for diminution in the value of Tenant’s interest in the Premiseswhether as damages or as compensation, and shall belong to and be the property of the LandlordLessor, and Tenant hereby assigns to Landlord all free of Tenant’s rightany claim of Lessee, title and interest in and except that Lessor shall not be entitled to any and award or compensation paid to Lessee for its moving expenses, business interruption damages or for any personal property of Lessee that may be taken in any such proceeding. If all such compensation; providedor any portion of the Leased Premises which constitutes a parking area shall be taken, however, that Tenant may, at its sole cost and expense, then Lessor shall use all reasonable efforts to make a separate claim against the Condemning Authority for: (a) the taking or damaging of Tenant’s personal property; (b) loss of or damage to Tenant’s business; or (c) cost of moving or relocating Tenant’s property from the Premises. Notwithstanding anything herein to the contrary, any condemnation award to Tenant will be available only to the extent such award is payable separately to Tenant and does not diminish the award available to Landlord or any MortgageeLessee reasonably comparable replacement parking.

Eminent Domain. In the event the entire Premises is taken by any entity (the “Condemning Authority”) for any public or quasi-public use by the exercise If all of the right premises are taken under the power of eminent domain or conveyed under threat of condemnation proceedings, or if only a part of the premises is taken and the remainder is determined by private purchase LESSEE to be inadequate or unsatisfactory for LESSEE'S purposes as described in lieu thereof (a “Condemnation”)this Lease, which determination shall not be arbitrarily or capriciously made, then in either event, this Lease shall terminate automatically effective as of the date that LESSEE is required to give up the Condemning Authority takes possession right to occupy or use any part of the Premisespremises. In the event of a Condemnation which affects a part LESSEE shall so determine that the remainder of the Projectpremises is inadequate or unsatisfactory for its purposes, without regard and LESSOR feels that such determination is arbitrary or capricious, then upon ten (10) days written notice by LESSOR to whether LESSEE, this matter shall be submitted to arbitration as hereinafter provided for reduction of rental, in such event LESSEE'S obligation to pay rental shall xxxxx during the Premises are part period of such Condemnation, Landlord may terminate arbitration. The termination of this Lease by giving notice as above provided shall not operate to Tenant. All compensation awarded or paid in any Condemnation proceeding for a total or partial taking deprive LESSEE of the Premises, including compensation for diminution in the value of Tenant’s interest in the Premises, shall belong right to and be the property of the Landlord, and Tenant hereby assigns to Landlord all of Tenant’s right, title and interest in and to any and all such compensation; provided, however, that Tenant may, at its sole cost and expense, make a separate claim against the Condemning Authority for: (a) condemning authority for any damage suffered by LESSEE, but LESSEE shall have no right to make any claim against 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 taking or damaging rental. If the parties fail to agree upon such reduction, LESSOR and LESSEE shall choose three arbitrators. The decision of Tenant’s personal property; (b) loss any two of or damage to Tenant’s business; or (c) cost of moving or relocating Tenant’s property from the Premises. Notwithstanding anything herein arbitrators as to the contraryrental reduction, if any, shall be binding on LESSEE and LESSOR, and any condemnation award expense of the arbitration shall be divided equally between LESSEE and LESSOR. The rental amount agreed to Tenant will or decided by arbitration shall be available only paid by LESSEE for any period of abatement and thereafter pursuant to the extent such award is payable separately to Tenant and does not diminish the award available to Landlord or any Mortgageeterms of this Lease. PLUS ADDENDUM 'C'.

Eminent Domain. In If the event whole or any part of the entire Leased Premises is taken by any entity or Building or Land (including the parking lot) (collectively referred to as “Condemning AuthorityProperty”) shall be taken for any public or quasi-public use by a governmental or other authority having the exercise of the right power of eminent domain or by private purchase shall be conveyed to such authority in lieu thereof (of such taking, and if such taking or conveyance shall cause the remaining part of the Property to be untenantable and inadequate for use by Tenant for the purpose for which they were leased, then either Landlord or Tenant may, at their respective option, terminate this Lease as of the date Tenant is required to surrender possession of the Property by giving written notice of such termination to the other party. If a “Condemnation”)part of the Property shall be taken or conveyed but the remaining part is tenantable and adequate for Tenant’s use, then this Lease shall terminate automatically be terminated as to the part taken or conveyed as of the date that Tenant surrenders possession; Landlord shall make such repairs, alterations and improvements as may be necessary to render the Condemning Authority takes part not taken or conveyed tenantable; and Rental shall be reduced in proportion to the part of the Leased Premises so taken or conveyed. However, if the compensation awarded (reduced by any application thereof by Landlord’s mortgagee to its mortgage) is insufficient to restore the Property, Landlord shall have the option to terminate this Lease as of the date Tenant is required to surrender possession of the Premises. In the event of a Condemnation which affects a part of the Project, without regard to whether the Leased Premises are part by giving Tenant written notice of such Condemnation, Landlord may terminate this Lease by giving notice to Tenanttermination. All compensation awarded for such taking or paid in any Condemnation proceeding for a total or partial taking of the Premises, including compensation for diminution in the value of Tenant’s interest in the Premises, conveyance shall belong to and be the property of Landlord without any deduction therefrom, for any present or future estate of Tenant. However, Tenant shall have the right to recover from such authority, but not from Landlord, such compensation as may be awarded to Tenant on account of moving and Tenant hereby assigns relocation expenses and depreciation to Landlord all and removal of Tenant’s right, title and interest in and to any and all such compensation; provided, however, that Tenant may, at its sole cost and expense, make a separate claim against the Condemning Authority for: (a) the taking or damaging of Tenant’s personal property; (b) loss of or damage to Tenant’s business; or (c) cost of moving or relocating Tenant’s property from the Premises. Notwithstanding anything herein to the contrary, any condemnation award to Tenant will be available only to the extent such award is payable separately to Tenant and does not diminish the award available to Landlord or any Mortgagee.

Eminent Domain. In the event that all or any substantial part of the entire Premises or the Property or its common areas is taken (other than for temporary use, hereafter described) by any entity (the “Condemning Authority”) for any public or quasi-public use by the exercise of the right authority under power of eminent domain (or by private purchase conveyance in lieu thereof (a “Condemnation”thereof), then by notice given within three months following the recording of such taking (or conveyance) in the appropriate registry of deeds, this Lease may be terminated at Landlord's election thirty (30) days after such notice, and Base Rent and Tenant's share of Total Operating Costs, shall terminate automatically be apportioned as of the date that of termination. If this Lease is not terminated as aforesaid, subject to the Condemning Authority takes possession rights of mortgagees Landlord shall within a reasonable time thereafter, diligently restore what may remain of the PremisesPremises (excluding any Tenant Property or other items installed or paid for by Tenant that Tenant is permitted or may be required to remove upon expiration and any Tenant Work) to a tenantable condition. 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 a Condemnation which affects a part of the Project, without regard to whether the Premises are part of such Condemnation, Landlord may terminate this Lease by giving notice to Tenant. All compensation awarded or paid in any Condemnation proceeding for a total or partial taking of the PremisesPremises or any part thereof for temporary use, including compensation (i) this Lease shall be and remain unaffected thereby and rent shall not xxxxx, and (ii) Tenant shall be entitled to receive for diminution 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 value expiration or earlier termination of this Lease, then Tenant shall pay to Landlord a sum equal to the reasonable cost of performing Tenant’s interest '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 the Premisesbreach of any covenant or condition of this Lease, any specific damages that 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 sentence of this paragraph, Landlord reserves to itself, and Tenant releases and assigns to Landlord, all rights to damages accruing on account of any taking or by reason of any act of any public authority for which damages are payable. Tenant agrees to execute such further instruments of assignment as may be the property of the reasonably requested by Landlord, and Tenant hereby assigns to turn over to Landlord all any damages that may be recovered in any proceeding or otherwise; and Tenant irrevocably appoints Landlord as its attorney-in-fact with full power of substitution so to execute and deliver in Tenant’s right's name, title place and interest in and to any and stead all such compensation; provided, however, that further instruments if Tenant may, at its sole cost and expense, make a separate claim against the Condemning Authority for: shall fail to do so after ten (a10) the taking or damaging of Tenant’s personal property; (b) loss of or damage to Tenant’s business; or (c) cost of moving or relocating Tenant’s property from the Premises. Notwithstanding anything herein to the contrary, any condemnation award to Tenant will be available only to the extent such award is payable separately to Tenant and does not diminish the award available to Landlord or any Mortgageedays' notice.

Eminent Domain. In the event the entire Premises is taken by If all or any entity (the “Condemning Authority”) for any public or quasi-public use by the exercise portion of the right Premises are taken under the power of eminent domain or by private purchase in lieu thereof sold under the threat of that power (a “all of which are called "Condemnation”"), then this Lease shall terminate automatically as to the part taken or sold an the date the condemning authority takes title or possession, whichever occurs first. If more than twenty percent (20%) of the floor area of the building in which the Premises are located, or which is located in the Premises, is taken, either Landlord or Tenant may terminate this Lease as of the date the condemning authority takes title or possession, by delivering written notice to the other within 10 days after receipt of written notice of such taking (or in the absence of such notice, within 10 days after the condemning authority takes possession). If neither Landlord nor Tenant terminates this Lease, this Lease shall remain in effect as to the portion of the Premises not taken, except that the Condemning Authority takes possession Minimum Rent shall be reduced in proportion to the reduction in the floor area of the Premises. In Any Condemnation award or payment shall be distributed in the event following order: (a) first, to any ground lessor, mortgagee or beneficiary under a deed of a Condemnation which affects a part of the Project, without regard to whether the Premises are part of such Condemnation, Landlord may terminate this Lease by giving notice to Tenant. All compensation awarded or paid in any Condemnation proceeding for a total or partial taking of trust encumbering the Premises, including compensation for diminution in the value amount of Tenant’s its interest in the Premises, shall belong to and be the property of the Landlord, and Tenant hereby assigns to Landlord all of Tenant’s right, title and interest in and to any and all such compensation; provided, however, that Tenant may, at its sole cost and expense, make a separate claim against the Condemning Authority for: (a) the taking or damaging of Tenant’s personal property; (b) second to Tenant, only the amount of any award specifically designated for loss of or damage to Tenant’s business's trade fixtures or removable personal property; or and (c) cost third, to Landlord, the remainder of moving such award, whether as compensation for reduction in the value of the leasehold, the taking of the fee, or relocating Tenant’s property from the Premisesotherwise. Notwithstanding anything herein If this Lease is not terminated, Landlord shall repair any damage to the contraryPremises caused by the Condemnation, except that Landlord shall not be obligated to repair any condemnation award damage for which Tenant has been reimbursed by the condemning authority. If the severance damages received by Landlord are not sufficient to Tenant will be available only pay for such repair, Landlord shall have the right either to the extent terminate this Lease or to make such award is payable separately to Tenant and does not diminish the award available to Landlord or any Mortgageerepair at Landlord's expense.

Eminent Domain. In Should the event the entire Premises is Property or any interest therein be taken or damaged by any entity (the “Condemning Authority”) for reason of any public use or quasi-public use by the exercise of the right of eminent domain improvement or by private purchase in lieu thereof condemnation proceeding (a “"Condemnation”"), then this Lease shall terminate automatically as of the date that the Condemning Authority takes possession of the Premises. In the event of a Condemnation which affects a part of the Project, without regard to whether the Premises are part of or should Mortgagor receive any notice or other information regarding such Condemnation, Landlord 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 terminate this Lease by giving notice commence, appear in and prosecute in its own name any action or proceedings relating thereto. Bank shall be entitled to Tenantmake any compromise or settlement in connection with such taking or damage. All compensation 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 paid 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 Condemnation proceeding for a total or partial taking environmental assessment provided to Bank prior to the date hereof, that: (i) Mortgagor has inspected and is familiar with the environmental condition of the PremisesProperty; (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 compensation for diminution 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 value ordinary course of Tenantbusiness 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 interest in knowledge threatened which seeks to enforce any right or remedy against Mortgagor or the PremisesProperty 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 belong be obtained and maintained and Mortgagor shall assure compliance therewith. Further, Mortgagor represents to and be the property Bank that no portion of the LandlordProperty 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 Tenant hereby assigns to Landlord all of Tenant’s right, title defend Bank from and interest in and to against any and all such compensation; provideddamages, howeverpenalties, that Tenant mayfines, at its sole cost claims, suits, liabilities, costs, judgments and expenseexpenses, make including attorneys', consultants' or experts' fees of every kind and nature incurred, suffered by or asserted against Bank as a separate claim against the Condemning Authority fordirect or indirect result of: (ai) the taking representations made by Mortgagor in this Section being or damaging of Tenant’s personal propertybecoming untrue in any material respect; (bii) loss Mortgagor’s violation of or damage failure to Tenant’s businessmeet the requirements of any Environmental Laws; or (ciii) Hazardous Materials which, while the Property is subject to this Mortgage, exist on the Property. Bank shall have the right to arrange for or conduct environmental inspections of the Property from time to time (including the taking of soil, water, air or material samples). The cost of moving such inspections made after Default or relocating Tenantwhich are required by laws or regulations applicable to Bank shall be borne by Mortgagor. However, Mortgagor's indemnity shall not apply to any negligent or intentional act of 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 property from Obligations under this section shall continue, survive and remain in full force and effect notwithstanding the Premises. Notwithstanding anything herein to repayment of the contraryObligations, any condemnation award to Tenant will be available only to 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 extent such award is payable separately to Tenant and does not diminish transfer of the award available to Landlord or any MortgageeProperty.

Eminent Domain. In If Tenant’s use of the event the entire Premises is taken materially affected due to the taking by eminent domain of (a) the Premises or any entity part thereof; or (b) any other part of the “Condemning Authority”) Building or Real Property; then, in either event, this Lease will terminate on the date when title vests pursuant to such taking. The Fixed Basic Rent, and any Additional Rent, will be apportioned as of such termination date and any Fixed Basic Rent or Additional Rent paid for any public or quasi-public use by the exercise period beyond said date, will be repaid to Tenant. Tenant will not be entitled to any part of the right of eminent domain award for such taking or by private purchase any payment in lieu thereof (thereof, but Tenant may file a “Condemnation”)separate claim for any taking of fixtures and improvements owned by Tenant which have not become the Landlord’s property, then this Lease shall terminate automatically as of and for moving expenses, provided the date that the Condemning Authority takes possession of the Premisessame will, in no way, affect or diminish Landlord’s award. In the event of a Condemnation partial taking which affects does not effect a part termination of this Lease but does deprive Tenant of the Project, without regard to whether the Premises are part use of such Condemnation, Landlord may terminate this Lease by giving notice to Tenant. All compensation awarded or paid in any Condemnation proceeding for a total or partial taking portion of the Premises, including compensation there will be either an abatement or an equitable reduction in Fixed Basic Rent and Additional Rent, depending on the period for diminution in which and the value of Tenant’s interest in extent to which the PremisesPremises are not reasonably usable for general office use. If this Lease is not terminated pursuant to this Article, shall belong to Landlord will restore the Building and be the property of the Landlord, Premises with reasonable promptness and Tenant hereby assigns to Landlord all of Tenant’s right, title and interest in and to any and all such compensation; provided, however, that Tenant may, at its sole cost and expense, make a separate claim against the Condemning Authority for: (a) the taking or damaging of Tenant’s personal property; (b) loss of or damage subject to Tenant’s business; or (c) cost of moving or relocating Tenant’s property from the Premises. Notwithstanding anything herein Force Majeure, and subject to the contrary, any availability and adequacy of the condemnation award. If the condemnation award is inadequate to Tenant restore the Building and Premises (unless Landlord in its sole discretion elects to provide additional funds to restore the Building and Premises), this Lease will be available only terminate on the date when title vests pursuant to the extent such award is payable separately to Tenant and does not diminish the award available to Landlord or any Mortgageetaking.

Eminent Domain. In Tenant agrees that if the event the entire Premises is taken demised premises, or -------------- any part thereof, shall be taken, condemned or acquired for public or quasi- public use or purpose by any entity (competent authority, whether by condemnation proceedings, lease or purchase, this Lease at Landlord's option shall terminate and the “Condemning Authority”) for any public or quasi-public use Tenant shall quit and vacate the premises by the exercise date required in such condemnation proceedings. Tenant shall have no claim against Landlord and shall not have any claim or right to any portion of the right amount that may be awarded as damages or be paid as a result of eminent domain any such condemnation, lease or purchase; it being agreed that the full amount of such award or other proceeds, if any, made or paid by private purchase in lieu thereof (a “Condemnation”)the taking authority shall be paid to and retained by Landlord, then free of any claim by Tenant to any portion thereof; and that all rights and claims of Tenant to damages therefor, if any, are hereby assigned by Tenant to Landlord. Should all or any part of the demised premises be so taken or acquired, the term of this Lease shall cease and terminate automatically as of from the date that the Condemning Authority takes on which Tenant is required, by said taking authority, to surrender possession of said premises, and the PremisesTenant shall have no claim against Landlord for the value of any unexpired term of this Lease. In All rentals and other sums payable by Tenant hereunder shall be adjusted to the date on which Tenant is required, by said taking authority, to surrender possession of said premises. Provided that Tenant is not in default under this Lease, Tenant shall have the right, in the event of a Condemnation which affects a part any such condemnation, to pursue in an action separate from Landlord's condemnation proceedings, and at Tenant's own expense, any claims that Tenant may have against the condemning authority for loss of Tenant's business and/or moving expenses occasioned by such condemnation, provided that the Project, without regard amounts sought or awarded to whether the Premises are part of Tenant in such Condemnation, Landlord may terminate this Lease by giving notice to Tenant. All compensation awarded or paid separate action shall not in any Condemnation proceeding for a total manner reduce or partial taking of the Premises, including compensation for diminution adversely affect or in the value of Tenant’s interest in the Premises, shall belong to and be the property of the any manner delay or interfere with Landlord, and Tenant hereby assigns to Landlord all of Tenant’s right, title and interest in and to any and all such compensation; provided, however, that Tenant may, at its sole cost and expense, make a separate claim against the Condemning Authority for: (a) the taking 's award or damaging of Tenant’s personal property; (b) loss of or damage to Tenant’s business; or (c) cost of moving or relocating Tenant’s property from the Premises. Notwithstanding anything herein to the contrary, any condemnation award to Tenant will be available only to the extent such award is payable separately to Tenant and does not diminish the award available to Landlord or any Mortgageeclaims.

Eminent Domain. In the event the entire Premises is taken by If any entity part over fifteen percent (the “Condemning Authority”15%) for any public or quasi-public use by the exercise of the right Premises shall be taken or appropriated under the power of eminent domain or by private purchase conveyed in lieu thereof (a “Condemnation”)thereof, then this Lease Tenant shall terminate automatically as of have the date that the Condemning Authority takes possession of the Premises. In the event of a Condemnation which affects a part of the Project, without regard right to whether the Premises are part of such Condemnation, Landlord may terminate this Lease by giving notice at its option. In such event, Landlord shall receive (and Tenant shall assign to Tenant. All compensation awarded 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 Condemnation proceeding for a total part of sum paid by virtue of such proceedings, whether or partial taking not attributable to the value of the Premisesunexpired 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 compensation for diminution in the Tenant Allowance, provided by Landlord); (ii) the value of Tenant’s interest in the Premisestrade fixtures; (iii) Tenant’s relocation costs; and (iv) Tenant’s goodwill, shall belong to loss of business and be the property business interruption. If a part of the Premises shall be so taken or appropriated or conveyed and neither party hereto shall elect to terminate this Lease and the Premises have been damaged as a consequence of such partial taking or appropriation or conveyance, Landlord shall restore the Premises continuing under this Lease at Landlord, ’s cost and Tenant hereby assigns to Landlord all of Tenant’s right, title and interest in and to any and all such compensationexpense; provided, however, that Tenant may, at its sole cost and expense, make a separate claim against the Condemning Authority for: (a) the taking Landlord shall not be required to repair or damaging of Tenant’s personal property; (b) loss of restore any injury or damage to the property of Tenant or to make any repairs or restoration of any Alterations installed on the Premises by or at the expense of Tenant. Thereafter, the Monthly Base Rent and Additional Charges to 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 taking or appropriation and Tenant shall continue to pay 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, Tenant shall be entitled to receive that portion of any award which represents compensation for the use of or occupancy of the Premises during the Term, and Landlord shall be entitled to receive that portion of any award which represents the cost of restoration of the Premises and the use and occupancy of the Premises after the end of the Term. If such temporary taking is for a period longer than two hundred and seventy (270) days and unreasonably interferes with Tenant’s business; use of the Premises or (c) cost the Common Area, then Tenant shall have the right to terminate the Lease, Landlord and Tenant understand and agree that the provisions of moving this Paragraph 21 are intended to govern fully the rights and obligations of the parties in the event of a Taking of all or relocating Tenant’s property from any portion of the Premises. Notwithstanding anything herein Accordingly, the parties each hereby waives any right to terminate this Lease in whole or in part under Sections 1265.120 and 1265.130 of the contrary, California Code of Civil Procedure or under any condemnation award to Tenant will be available only to the extent such award is payable separately to Tenant and does not diminish the award available to Landlord similar Law now or any Mortgageehereafter in effect.

Eminent Domain. In If the event whole of the entire Premises (or such part of the Premises that the balance of the Premises is no longer suitable for Tenant's permitted use) shall be taken by any entity (public authority under the “Condemning Authority”) for any public power of condemnation or quasi-public use by eminent domain, the exercise term of the right of eminent domain or by private purchase in lieu thereof (a “Condemnation”), then this Lease shall terminate automatically cease as of the date possession shall be taken by such public authority, except as to indemnity and any pre-existing unperformed obligations, and Tenant shall pay Rent, additional rent and any other sums due under this Lease up to that date with an appropriate refund by Landlord of such Rent as may have been paid in advance for any period subsequent to the Condemning Authority takes date possession is taken. If less than all of the Premises. In Premises shall be so taken (and the event of a Condemnation which affects a part balance of the ProjectPremises is suitable for Tenant's permitted use), without regard to whether the term of this Lease shall continue, but the Premises are part shall be redefined to properly identify and delete that portion of the Premises that has been taken and Tenant shall pay Rent and any other sums due under this Lease up to the date of possession by a public authority with appropriate refund by Landlord of such Condemnation, Landlord prorated Rent as may terminate this Lease by giving notice to Tenant. All compensation awarded or have been paid in advance for any Condemnation proceeding for a total period subsequent to the date possession is taken. Thereafter the Base Rent shall be proportionately adjusted and Tenant shall promptly restore the remaining improvements on the Premises, exclusive of any Landlord Signage effected by such taking. Landlord and Tenant shall each be entitled to participate in the negotiations and settlement of any amounts or partial other compensation in connection with the condemnation or other taking of the Premises, including compensation for diminution in the value of Tenant’s interest in the Premises, shall belong to and be the property of the Landlord, and Tenant hereby assigns to Landlord all of Tenant’s right, title and interest in and to any and all such compensation; provided, however, that Tenant may, at its sole cost and expense, make a separate claim against the Condemning Authority for: (a) the taking or damaging of Tenant’s personal property; (b) loss of or damage to Tenant’s business; or (c) cost of moving or relocating Tenant’s property from the Premises. Notwithstanding anything herein to the contrary, any condemnation award to Tenant will be available only to the extent such award is payable separately to Tenant and does not diminish the award available to Landlord Premises or any Mortgageepart thereof.

Eminent Domain. In If any proceeding or action is commenced for the event taking of the entire Premises is taken by Trust Estate, or any entity (the “Condemning Authority”) part thereof or interest therein, for any public or quasi-public use by under the exercise of the right power of eminent domain domain, condemnation or otherwise, or if the same is taken or damaged by private purchase reason of any public improvement or condemnation proceeding, or in lieu any other manner, or should Borrower receive any notice or other information regarding such proceeding, action, taking or damage, Borrower shall give prompt written notice thereof (a “Condemnation”), then this Lease shall terminate automatically as of the date that the Condemning Authority takes possession of the Premisesto Collateral Agent. In the event of a Condemnation which affects a part of the ProjectCollateral Agent is entitled at its option, without regard to whether the adequacy of its security, to commence, appear in and prosecute in its own name any such action or proceeding. Collateral Agent is also entitled to make any compromise or settlement in connection with such taking or damage. All compensation, awards, damages, rights of action and proceeds awarded to Borrower by reason of any such taking or damage to the Premises are or any part thereof or any interest therein for public or quasi-public use under the power of such Condemnationeminent domain, Landlord may terminate this Lease by giving notice to Tenant. All compensation awarded reason of any public improvement or paid condemnation proceeding, or in any other manner (the “Condemnation proceeding for a total or partial taking Proceeds”) are hereby assigned to Collateral Agent and Bxxxxxxx agrees to execute such further assignments of the PremisesCondemnation Proceeds as Collateral Agent or Trustee may require. After deducting therefrom all costs and expenses (regardless of the particular nature thereof and whether incurred with or without suit), including compensation for diminution attorneys’ fees, incurred by it in connection with any such action or proceeding, Collateral Agent shall apply all such Condemnation Proceeds to the value of Tenant’s interest in the Premises, shall belong to and be the property restoration of the LandlordImprovements (other than Condemnation Proceeds attributable to temporary use or occupancy which may be applied, and Tenant hereby assigns at Collateral Agent’s option, to Landlord all installments of Tenant’s right, title principal and interest in and to any other charges due under the Debentures and all such compensation; provided, however, that Tenant may, at its sole cost other Transaction Documents when the same become due and expense, make a separate claim against the Condemning Authority for: payable) provided that: (a) the taking or damaging of Tenantdamage will not, in Collateral Agent’s personal propertyreasonable judgment, materially impair the security for the Debentures; and (b) loss all conditions set forth in Section 1.5 are met. If all of the above conditions are met, Collateral Agent shall disburse the Condemnation Proceeds to Borrower and only as repairs or damage to Tenant’s business; replacements are effected and continuing expenses become due and payable. If any one or (c) cost more of moving or relocating Tenant’s property from the Premises. Notwithstanding anything above conditions are not met, Collateral Agent shall apply all of the Condemnation Proceeds, after deductions as herein provided, to the contraryrepayment of the outstanding balance of the Debentures, together with all accrued interest thereon, in such order as Collateral Agent may elect, notwithstanding that said outstanding balance may not be due and payable, and Collateral Agent will have no obligation to extend any condemnation award further credit to Tenant will be available only Borrower pursuant to the extent Transaction Documents or otherwise. If the Condemnation Proceeds are not sufficient to repay the Debentures in full, Borrower shall immediately pay any remaining balance, together with all accrued interest thereon. Application or release of the Condemnation Proceeds as provided herein will not cure or waive any default or notice of default hereunder or under any other Transaction Document or invalidate any act done pursuant to such award is payable separately to Tenant and does not diminish the award available to Landlord or any Mortgageenotice.

Eminent Domain. In the event the entire Premises is taken by If any entity part over fifteen percent (the “Condemning Authority”15%) for any public or quasi-public use by the exercise of the right Premises shall be taken or appropriated under the power of eminent domain or by private purchase conveyed in lieu thereof (a “Condemnation”)thereof, then Tenant shall have the right to terminate this Lease at its option. In such event, Landlord shall terminate automatically as 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 value of the date unexpired term of this Lease except that Tenant shall be entitled to petition the Condemning Authority takes possession condemning authority for the following: (i) the then unamortized cost of any Alterations or Tenant Improvements paid for by Tenant from its own funds (as opposed to any allowance, including the PremisesTenant 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. In the event of a Condemnation which affects If a part of the Project, without regard Premises shall be so taken or appropriated or conveyed and neither party hereto shall elect to whether the Premises are part of such Condemnation, Landlord may terminate this Lease by giving notice to Tenant. All compensation awarded or paid in any Condemnation proceeding for and the Premises have been damaged as a total or consequence of such partial taking of or appropriation or conveyance, Landlord shall restore the Premises, including compensation for diminution in the value of Tenant’s interest in the Premises, shall belong to Premises continuing under this Lease at Landlord's cost and be the property of the Landlord, and Tenant hereby assigns to Landlord all of Tenant’s right, title and interest in and to any and all such compensationexpense; provided, however, that Tenant may, at its sole cost and expense, make a separate claim against the Condemning Authority for: (a) the taking Landlord shall not be required to repair or damaging of Tenant’s personal property; (b) loss of restore any injury or damage to the property of Tenant or to make any repairs or restoration of any Alterations or any Tenant Improvements installed on the Premises by or at the expense of Tenant’s business; . Thereafter, the Monthly Base Rent and Additional Charges to 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 (c) 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 taking or appropriation and Tenant shall continue to pay 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, Tenant shall be entitled to receive that portion of any award which represents compensation for the use of or occupancy of the Premises during the Term, and Landlord shall be entitled to receive that portion of any award which represents the cost of moving 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 Premises or relocating Tenant’s property from the Common Area, then Tenant shall have the right to terminate the Lease. Landlord and Tenant understand and agree that the provisions of this Paragraph 21 are intended to govern fully the rights and obligations of the parties in the event of a Taking of all or any portion of the Premises. Notwithstanding anything herein Accordingly, the parties each hereby waives any right to terminate this Lease in whole or in part under Sections 1265.120 and 1265.130 of the contrary, California Code of Civil Procedure or under any condemnation award to Tenant will be available only to the extent such award is payable separately to Tenant and does not diminish the award available to Landlord similar Law now or any Mortgageehereafter in effect.

Eminent Domain. In If a part of the event the entire Premises Property is taken by any entity (the “Condemning Authority”) for any public or quasi-public use by the exercise of the right of eminent domain or by private purchase deed in lieu thereof (a “Condemnation”)which is so substantial that the Premises cannot reasonably be used by Tenant for the operation of its business, then either party may terminate this Lease shall terminate automatically effective as of the date that the Condemning Authority takes possession of the Premisestaking. In If all or any portion of the event parking areas of a Condemnation the Project is taken which affects a part of the Project, without regard to whether the Premises are part of such CondemnationTenant’s parking rights under this Lease, Landlord may shall use good faith, commercially reasonable efforts to locate reasonable replacement parking for Tenant at no additional cost to Tenant. Tenant shall have the right to terminate this Lease by giving written notice to Tenant. All compensation awarded or paid in any Condemnation proceeding for a total or partial Landlord within six (6) months after the taking of all or any portion of the Premisesparking areas of the Project if, including (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 in proportion to any part of the Premises taken. Tenant shall be entitled to any award which is specifically awarded as compensation for diminution in the taking of Tenant’s personal property which was installed at Tenant’s expense, for the value of Tenant’s interest in goodwill, for any damage to Tenant’s business and for costs of Tenant’s relocation to new premises. Except as set forth herein, the Premises, entire award for a taking of any kind shall belong be paid to and be the property of the Landlord, and Tenant hereby assigns shall have no right to Landlord all share in the award. All obligations accrued to the date of Tenant’s right, title and interest in and to any and all such compensation; provided, however, that Tenant may, at its sole cost and expense, make a separate claim against the Condemning Authority for: (a) the taking or damaging of Tenant’s personal property; (b) loss of or damage to Tenant’s business; or (c) cost of moving or relocating Tenant’s property from the Premises. Notwithstanding anything herein to the contrary, any condemnation award to Tenant will shall be available only to the extent such award is payable separately to Tenant and does not diminish the award available to Landlord or any Mortgageeperformed by each party.

Eminent Domain. In If more than twenty percent (20%) of the event total square footage of the entire Leased Premises is should be taken by any entity (the “Condemning Authority”) for any public or quasi-public use under any Law, ordinance or regulation or by the exercise of the right of eminent domain or by private purchase in lieu thereof (a “Condemnation”)thereof, then this Lease shall terminate automatically as and the Base Rent (excluding Base Rent accruing with respect to the period prior to the date of such termination) shall be abated during the unexpired portion of the Term, effective on the date that physical possession is taken by the Condemning Authority takes possession condemning authority. If less than twenty percent (20%) of the Premises. In the event of a Condemnation which affects a part total square footage of the ProjectLeased Premises should be taken as aforesaid, without regard this Lease shall not terminate; however, the Base Rent payable hereunder during the unexpired portion of the Term shall be reduced in proportion to whether the Premises are part of area taken, effective on the date physical possession is taken by the condemning authority. Following such Condemnationpartial taking, Landlord may terminate shall make all necessary repairs or alterations necessary to make the Leased Premises an architectural whole; provided, however, in no event shall Landlord’s obligation to repair or alter the Leased Premises pursuant to this Lease Section 16.2 exceed the amount of the Award (defined below) received by giving notice to TenantLandlord. All compensation awarded for any taking for public purposes, whether permanent or paid temporary (or the proceeds of private sale in any Condemnation proceeding for a total or partial taking lieu thereof), of the Premises, including compensation for diminution in the value of Tenant’s interest in the Premises, Leased Premises (“Award”) shall belong to and be the property of the Landlord, and Tenant hereby assigns its interest in any such Award to Landlord; however, Landlord all shall have no interest in any award made to Tenant for loss of business or for the taking of Tenant’s right, title fixtures and interest in and other personal property of Tenant if a separate award for such items is made to Tenant. Tenant shall not be entitled to any and all such compensation; provided, however, that Tenant may, at its sole cost and expense, make a separate claim against award made for the Condemning Authority for: (a) value of the taking or damaging of Tenant’s personal property; (b) loss of or damage to Tenant’s business; or (c) cost of moving or relocating Tenant’s property from the Premises. Notwithstanding anything herein to the contrary, any condemnation award to Tenant will be available only to the extent such award is payable separately to Tenant and does not diminish the award available to Landlord or any Mortgageeunexpired Term.

Eminent Domain. In If all the event the entire Premises or a substantial portion thereof is taken by any entity (condemnation or under the “Condemning Authority”) for any public power of eminent domain, or quasi-public use by sold under the threat of the exercise of the right said power (all of eminent domain or by private purchase in lieu thereof (a “Condemnation”which are herein called condemnation"), then either party may at its option terminate this Lease shall terminate automatically lease as of the date the condemning authority takes title or possession, whichever occurs first, 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 Lessor has given Lessee written notice of the taking (or in the absence of such notice, within fifteen (15) days after the condemning authority has taken possession). If Lessee does not terminate this lease in accordance with this section, this lease shall remain in full force and effect as to the portion of the Premises remaining, except that rent shall be reduced in the proportion that the Condemning Authority takes possession area taken diminishes the value and use of the PremisesPremises to Lessee. In addition, Lessor, at its expense, if the event lease is not terminated, shall promptly repair any damage to the Premises caused by condemnation and restore the remainder of a Condemnation which affects a the Premises to the reasonable satisfaction of Lessee. Exhibit (10.1)-p4 1) Any award or payment made upon condemnation of all or any part of the Project, without regard to whether the Premises are part of such Condemnation, Landlord may terminate this Lease by giving notice to Tenant. All compensation awarded or paid in any Condemnation proceeding for a total or partial taking of the Premises, including compensation for diminution in the value of Tenant’s interest in the Premises, shall belong to and be the property of the LandlordLessor, and Tenant hereby assigns to Landlord all of Tenant’s right, title and interest in and to any and all whether such compensation; provided, however, that Tenant may, at its sole cost and expense, make a separate claim against the Condemning Authority for: (a) award or payment made as compensation for the taking of the fee or damaging of Tenant’s personal propertyas severance damages; (b) provided Lessee shall be entitled to seek an award or payment for loss of or damage to Tenant’s business; 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, 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 (c10) cost days after receipt of moving notification from any condemning authority of its intention to take all or relocating Tenant’s property from a portion of the Premises. Notwithstanding anything herein anything, expressed or implied, to the contrarycontrary contained in this Lease, Lessee, at its own expense, may in good faith contest any condemnation such award for loss of or damage to Tenant will be available only Lessee's trade fixtures, removable personal property, and additions, alterations and improvements made to the extent such award is payable separately to Tenant Premises by Lessee, and does not diminish the award available to Landlord for its loss of business or any Mortgagee.other consequential or special damages, such as Lessee's relocation and moving expenses

Eminent Domain. If all or any part of the Property shall be condemned under the government’s power of eminent domain and such condemnation results in a reduction in the number of parking spaces comprising the Premises, Landlord shall, at Tenant’s request, make available for use by the Benefitted Parties such additional substitute parking spaces within the Garage which are suitable to Tenant, in its reasonable discretion, so as to maintain an aggregate total of up to 104 parking spaces in the Garage for use by the Benefitted Parties. Any such substitute spaces within the Garage shall then become part of the Premises and this Lease shall continue in force and effect. In the event that Landlord is unable to provide such substitute spaces within the entire Premises is taken by any entity (the “Condemning Authority”) for any public or quasi-public use by the exercise of the right of eminent domain or by private purchase in lieu thereof (a “Condemnation”)Garage, then this Lease shall terminate automatically as to the portion of the date that the Condemning Authority takes possession Premises taken through condemnation proceedings and any Rent due hereunder shall be proportionately abated. At Tenant’s request, Landlord shall locate an equal number of the Premises. In the event of a Condemnation which affects a part of the Project, without regard to whether parking spaces as the Premises are part was reduced as a result of such Condemnationcondemnation proceeding elsewhere on the Property or Landlord’s adjoining lands which are deemed satisfactory by Tenant, Landlord may terminate this Lease in its reasonable discretion, for use by giving notice to Tenantthe Benefitted Parties. All compensation awarded or paid in any Condemnation proceeding for a total or partial taking of the Premises, including compensation for diminution in the value of Tenant’s interest in the Premises, Tenant shall belong to be responsible and be the property of the Landlord, and Tenant hereby assigns pay to Landlord all of Tenant’s right, title and interest a Fair Market Rental for only those substitute parking spaces not located within the Garage as determined in and to any and all such compensation; provided, however, that Tenant may, at its sole cost and expense, make a separate claim against the Condemning Authority for: (a) the taking or damaging of Tenant’s personal property; (b) loss of or damage to Tenant’s business; or (c) cost of moving or relocating Tenant’s property from the Premisesaccordance with Exhibit “D”. Notwithstanding anything herein to the contrary, in the event that a material portion of the Premises is taken, Tenant shall have the right to terminate this Lease on notice to Landlord, which termination shall be effective as of the date of the taking. Landlord shall give Tenant prompt notice of any condemnation award to Tenant will be available only to the extent such award is payable separately to Tenant and does not diminish the award available to Landlord proposed, contemplated or any Mortgageepending eminent domain proceeding.

Eminent Domain. In case the event whole of the entire Premises is Premises, or such part thereof as shall substantially interfere with the Tenant’s use and occupancy thereof, shall be taken by any entity (the “Condemning Authority”) for any public or quasi-public use purpose by the any lawful power or authority, by exercise of the right of appropriation, condemnation or eminent domain domain, or by private purchase in lieu thereof sold to prevent such taking, or the Premises are subject to a temporary taking which shall exceed twelve (a “Condemnation”)12) months, then the Tenant or the Landlord, may, at its option, terminate this Lease shall terminate automatically effective as of the date that the Condemning Authority takes possession of the Premisesis required to be surrendered to said authority. In the event of a Condemnation which affects a part of the ProjectTenant shall not, without regard to whether the Premises are part because of such Condemnationtaking, assert any claim against the Landlord may terminate this Lease by giving notice or the taking authority for any compensation because of such taking, and Landlord shall be entitled to receive the entire amount of any award without deduction for any estate or any interest of Tenant. All compensation awarded or paid in any Condemnation proceeding , except for a total or partial taking of the Premises, including compensation for diminution in the value of Tenant’s interest in unpaid and unamortized leasehold improvements or current market value, whichever is less. In the Premises, event the amount of property or the type of estate taken shall belong to and be not substantially interfere with the property of the Landlord, and Tenant hereby assigns to Landlord all conduct of Tenant’s rightbusiness, title Landlord shall be entitled to the entire amount of the award without deduction for any estate or interest of Tenant, and Landlord at its option may terminate this Lease. If Landlord does not so elect, Landlord shall promptly proceed to restore the Premises to substantially their same condition prior to such partial taking, and a proportionate allowance shall be made to Tenant for the rent corresponding to the time during which said restoration is being made and to the part of the Premises of which Tenant shall be so deprived on account of such taking and restoration. Nothing contained in this Paragraph shall be deemed to give Landlord any interest in any specific award made to Tenant for the taking of personal property and removable trade fixtures belonging to Tenant. If the Premises are subject to a temporary taking of twelve (12) months or less, Tenant shall be entitled to any award for such temporary taking and all such compensation; provided, however, that Tenant may, at its sole cost and expense, make a separate claim against the Condemning Authority for: (a) the taking there shall be no abatement or damaging diminution of Tenant’s personal property; (b) loss of Base Rent or damage to Tenant’s business; or (c) cost of moving or relocating Tenant’s property from the Premises. Notwithstanding anything herein to the contrary, any condemnation award to Tenant will be available only to the extent such award is payable separately to Tenant and does not diminish the award available to Landlord or any MortgageeAdditional Rent due under this Lease.

Eminent Domain. In If the event whole or any part of the entire Leased Premises is shall be taken by any entity (the “Condemning Authority”) for any public or quasi-public use by a governmental or other authority having the exercise of the right power of eminent domain or by private purchase shall be conveyed to such authority in lieu thereof (of such taking, and if such taking or conveyance shall cause the remaining part of the Leased Premises to be unTenantable and inadequate for use by Tenant for the purpose for which they were leased, then either Landlord or Tenant may, at their respective option, terminate this Lease as of the date Tenant is required to surrender possession of the Leased Premises by giving written notice of such termination to the other party. If a “Condemnation”)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 automatically be terminated as to the part taken or conveyed as of the date that Tenant surrenders possession; Landlord shall make such repairs, alterations and improvements as may be necessary to render the Condemning Authority takes possession of part not taken or conveyed Tenantable to the Premises. In extent the event of a Condemnation which affects a condemnation award proceeds received by Landlord are sufficient therefor; and the rent shall be reduced in proportion to the part of the Project, without regard to whether the Leased Premises are part of such Condemnation, Landlord may terminate this Lease by giving notice to Tenantso taken or conveyed. All compensation awarded for such taking or paid in any Condemnation proceeding for a total or partial taking of the Premises, including compensation for diminution in the value of Tenant’s interest in the Premises, conveyance shall belong to and be the property of the LandlordLandlord without any deduction therefrom for any present or future estate of Tenant, and Tenant hereby assigns to Landlord all of Tenant’s its right, title and interest in and to any such award. However, Tenant shall have the right to recover from such authority, but not from Landlord, such compensation as may be awarded to Tenant on account of moving and all such compensation; provided, however, that Tenant may, at its sole cost relocation expenses and expense, make a separate claim against the Condemning Authority for: (a) the taking or damaging depreciation to and removal of Tenant’s personal property; (b) loss of or damage to Tenant’s business; or (c) cost of moving or relocating Tenant’s property from the Premises. Notwithstanding anything herein to the contrary, any condemnation award to Tenant will be available only to the extent such award is payable separately to Tenant and does not diminish the award available to Landlord or any Mortgagee.

Eminent Domain. In the event the entire Premises is taken by If any entity (the “Condemning Authority”) for any public or quasi-public use by the exercise part of the right Premises shall be taken or appropriated under the power of eminent domain or by private purchase conveyed in lieu thereof (a “Condemnation”)thereof, then either party shall have the right to terminate this Lease shall terminate automatically as at its option. If any part of the date Building shall be taken or appropriated under 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 such portions of the condemnation award as the court shall allow. If a part of the Premises shall be so taken or appropriated or conveyed and neither party hereto shall elect to terminate this Lease and the Premises have been damaged as a consequence of such partial taking or appropriation or conveyance, the Landlord shall restore the Premises continuing under this Lease at the Landlord’s cost and expense; provided, however, that Landlord shall not be required to repair or restore any injury or damage to the Condemning Authority takes possession property of Tenant or to make any repairs or restoration 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 proportionately reduced, such reduction to be based upon the extent to which the partial taking or appropriation or conveyance shall interfere with the business carried on by Tenant on the Premises. In the event of a Condemnation which affects taking, nothing contained herein shall prevent Tenant from making a part of claim for damages and expenses associated with the Project, without regard to whether the Premises are part of such Condemnation, Landlord may terminate this Lease by giving notice to Tenant. All compensation awarded Tenant Improvements or paid in any Condemnation proceeding for a total or partial taking of the Premises, including compensation for diminution in the value of Tenant’s interest in the Premises, shall belong to and be the property of the Landlord, and Tenant hereby assigns to Landlord all of Tenant’s right, title and interest in and to any and all such compensation; provided, however, that Tenant may, at its sole cost and expense, make a separate claim against the Condemning Authority for: (a) the taking or damaging of Tenant’s personal property; (b) loss of or damage to Tenant’s business; or (c) cost of moving or relocating Tenant’s property from the Premises. Notwithstanding anything herein to the contrary, any condemnation award to Tenant will be available only to the extent such award is payable separately to Tenant and does not diminish the award available to Landlord or any Mortgageeexpenses.

Eminent Domain. In the event that all or any substantial part of the entire Premises is taken by any entity or the Building (or the “Condemning Authority”common areas necessary for access and use of the Premises or the Building) for any Tenant’s business operations as then conducted are taken (other than for temporary use hereafter described) by public or quasi-public use by the exercise of the right authority under power of eminent domain (or by private purchase conveyance in lieu thereof (a “Condemnation”thereof), then by notice given within three (3) months after notice of such taking, this Lease may be terminated at either party’s election thirty (30) days after such notice, and Rent shall terminate automatically be apportioned as of the date that of termination. If this Lease is not terminated as aforesaid, subject to the Condemning Authority takes possession rights of mortgagees and Applicable Legal Requirements, Landlord shall within a reasonable time thereafter use reasonable and diligent efforts to restore what may remain of the PremisesPremises (excluding any Tenant Property) to a tenantable condition for occupancy by Tenant for the Permitted Use. In the event some portion of useable floor area of the Premises is taken (other than for temporary use) and this Lease is not terminated, Base Rent shall be proportionally abated in proportion to the portion of the Premises RSF so taken, and Tenant’s Pro Rata Expense Share, Tenant’s Pro Rata Tax Share, and Tenant’s Parking Allocation shall be proportionately adjusted, for the remainder of the Term. In the event of a Condemnation which affects a part of the Project, without regard to whether the Premises are part of such Condemnation, Landlord may terminate this Lease by giving notice to Tenant. All compensation awarded or paid in any Condemnation proceeding for a total or partial taking of the PremisesPremises or any part thereof for temporary use, including compensation (i) this Lease shall be and remain unaffected thereby and rent shall not xxxxx, and (ii) Tenant shall be entitled to receive for diminution itself such portion or portions of any award made for such use with respect to the period of the taking for such temporary use that is within the Term, provided that if such taking shall remain in force at the value expiration or earlier termination of this Lease, then Tenant shall pay to Landlord a sum equal to the reasonable cost of performing Tenant’s interest in obligations hereunder with respect to surrender of the PremisesPremises and upon such payment shall be excused from such obligations. Any damages that are expressly awarded to Tenant on account of Tenant Property and Tenant’s relocation expenses, and specifically so designated, shall belong to Tenant. Except as provided in the preceding sentence, 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. Subject to its rights hereunder, Tenant agrees to execute such further instruments of assignment as may be the property of the reasonably requested by Landlord, and Tenant hereby assigns to turn over to Landlord all of Tenant’s right, title and interest any damages that may be recovered in and to any and all such compensation; provided, however, that Tenant may, at its sole cost and expense, make a separate claim against the Condemning Authority for: (a) the taking proceeding or damaging of Tenant’s personal property; (b) loss of or damage to Tenant’s business; or (c) cost of moving or relocating Tenant’s property from the Premises. Notwithstanding anything herein to the contrary, any condemnation award to Tenant will be available only to the extent such award is payable separately to Tenant and does not diminish the award available to Landlord or any Mortgageeotherwise.

Eminent Domain. A. In the event the entire Premises is shall be taken by or pursuant to any entity (the “Condemning Authority”) for any public governmental authority or quasi-public use by through the exercise of the right of eminent domain or by private purchase domain, Lessor and Lessee shall cooperate in lieu thereof (a “Condemnation”)resisting such proceeding if such resistance is feasible and desirable, then this Lease and if it is not, shall terminate automatically as of cooperate in prosecuting their respective claims for damages incurred from the date that the Condemning Authority takes possession of the Premises. In the event of a Condemnation which affects a part of the Project, without regard to whether the Premises are part successful exercise of such Condemnation, Landlord may terminate this Lease by giving notice to Tenant. All compensation awarded right or paid in any Condemnation proceeding for a total or partial taking proceeding. B. If the whole of the Premises, including compensation or such portion thereof as would render the balance of the Premises not suitable for diminution the use to which the Premises was intended, shall be taken or condemned by any competent authority for any public use or purpose during the term of this lease, all obligations of Lessee shall cease upon the date of the taking and any unearned rent paid by Lessee shall be refunded. C. In the event that only a portion of the Premises shall be taken or condemned, and the balance of the Premises is not rendered unsuitable for its intended use, this lease shall not terminate, but the monthly rent due to Lessor shall be adjusted in proportion to the percentage of the improved Premises which is taken as compared to the percentage of improved Premises not taken. D. Any condemnation award shall be paid in the following order of priority: (i) To Lessor for the then value of Tenant’s its interest as Lessor in the Premises, shall belong to land and be in the property improvements situate thereon and as fee owner of the LandlordPremises subject to this lease, (i) provided that any award for improvements on the Premises shall be shared between Lessor and Tenant hereby assigns to Landlord all lessee based upon a sixty (60) year lease (the combined length of Tenant’s right, title and interest in and to any the Original Term and all Renewal Terms) with Lessee receiving the majority of the award for the first half of such compensation60 year period and Lessor receiving the majority of the award for the second half of such 60 year period (Examples: If the award for improvements occurs in Year 10, Lessee shall receive 5/6 of such award and Lessor shall receive 1/6 of such award. If such award occurs in Year 30, Lessee and Lessor shall each receive -1/2 of such award. If such award occurs in Year 40, Lessor shall receive 2/3 of such award and Lessee shall receive 1/3.); provided, however, that Tenant may, at its sole cost and expense, make a separate claim against (ii) if Lessee is unable to purchase the Condemning Authority for: (a) the taking or damaging Premises pursuant to paragraph 31 of Tenant’s personal property; (b) loss of or damage to Tenant’s business; or (c) cost of moving or relocating Tenant’s property from the Premises. Notwithstanding anything herein this Lease Agreement due to the contraryinability of Lessor to convey title to Lessee by general warranty deed free and clear of all encumbrances, any condemnation award for improvements shall be paid to Tenant will be available only to the extent Lessee if such award is payable separately to Tenant and does not diminish made during the award available to Landlord Original Term or any MortgageeRenewal Term. (ii) To Lessee for the then value of its leasehold interest.

Eminent Domain. In the event that any proceeding or action be commenced for the entire Premises is taken by taking of the Trust Estate, or any entity (the “Condemning Authority”) part thereof or interest therein, for any public or quasi-public use by under the exercise of the right power of eminent domain domain, condemnation or otherwise, or if the same be taken or damaged by private purchase reason of any public improvement or condemnation proceeding, or in lieu any other manner, or should Trustor receive any notice or other information regarding such proceeding, action, taking or damage, Trustor shall give prompt written notice thereof (a “Condemnation”), then this Lease to Beneficiary. Beneficiary shall terminate automatically as of the date that the Condemning Authority takes possession of the Premises. In the event of a Condemnation which affects a part of the Projectbe entitled at its option, without regard to whether the adequacy of its security, to commence, appear in and prosecute in its own name any such action or proceeding. Beneficiary shall also be entitled to make any compromise or settlement in connection with such taking or damage. All compensation, awards, damages, rights of action and proceeds awarded to Trustor by reason of any such taking or damage to the Premises are or the Improvements, or any part thereof or any interest therein for public or quasi-public use under the power of such Condemnationeminent domain by reason of any public improvement or condemnation proceeding, Landlord may terminate this Lease by giving notice to Tenant. All compensation awarded or paid in any other manner (the "Condemnation proceeding for a total or partial taking Proceeds") are hereby assigned to Beneficiary and Trustor agrees to execute such further assignments of the PremisesCondemnation Proceeds as Beneficiary or Trustee may require. After deducting therefrom all costs and expenses (regardless of the particular nature thereof and whether incurred with or without suit), including compensation for diminution attorneys' fees, incurred by it in connection with any such action or proceeding, Beneficiary shall apply all such Condemnation Proceeds to the value of Tenant’s interest in the Premises, shall belong to and be the property restoration of the LandlordImprovements, and Tenant hereby assigns to Landlord all of Tenant’s right, title and interest in and to any and all such compensation; provided, however, provided that Tenant may, at its sole cost and expense, make a separate claim against the Condemning Authority for: (a) the taking or damaging damage will not, in Beneficiary's reasonable judgment, materially affect the contemplated use and operation of Tenant’s personal property; (b) loss the Improvements. If the above condition is met, Beneficiary shall disburse the Condemnation Proceeds as repairs or replacements are effected and continuing expenses become due and payable. If the following completion of or damage to Tenant’s business; or (c) cost all such repairs and replacements any Condemnation Proceeds remain undisbursed, then Beneficiary shall apply such undisbursed Condemnation Proceeds toward payment of moving or relocating Tenant’s property from the Premises. Notwithstanding anything herein outstanding balance of the Loan, and any Condemnation Proceeds which remain undisbursed after payment in full of the Loan shall be released by Beneficiary to the contraryperson or persons legally entitled thereto. If any one or more of the above conditions are not met, any condemnation award to Tenant will be available only Beneficiary shall apply all of the Condemnation Proceeds, after deductions as herein provided, to the extent repayment of the outstanding balance of the Loan Agreement, together with accrued interest thereon, notwithstanding that said outstanding balance may not be due and payable. If the Condemnation Proceeds are not sufficient to repay the Loan Agreement in full, Trustor shall immediately pay any remaining balance, together with accrued interest thereon. Application or release of the Condemnation Proceeds as provided herein shall not cure or waive any default or notice of default hereunder or under any other Loan Document or invalidate any act done pursuant to such award is payable separately to Tenant and does not diminish the award available to Landlord or any Mortgageenotice.

Eminent Domain. In If at any time during the event term of this Lease a substantial part of the entire Premises is shall be taken by any entity (the “Condemning Authority”) for any public or quasi-public use use, under any statute, or by the exercise of the right of eminent domain or by private purchase in lieu thereof (a “Condemnation”)domain, then when possession shall have been taken of the Premises by the condemning authority, the term of this Lease, and all right of the Tenant under this Lease, shall immediately cease and terminate, and the rent shall be apportioned and paid to the time of such termination. If less than a substantial portion of the Premises shall be so taken or condemned but the utility of the Premises to Tenant shall be destroyed by such taking or condemnation, Tenant shall have the option to terminate this Lease shall terminate automatically as of the date that of such taking or condemnation by delivery of written notice of exercise of such option to Landlord, not later than thirty (30) days after the Condemning Authority takes condemning authority shall have taken possession. If such option is exercised by Tenant, rent shall be apportioned to the date Tenant surrenders possession of the Premises to Landlord. If Tenant does not exercise such option to terminate this Lease, this Lease shall remain in full force and effect as to the portion of the Premises remaining, except that the 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. In the event If this Lease is not terminated by reason of a Condemnation which affects a part condemnation, Landlord shall to the extent of the Projectseverance damages received by Landlord in connection with such condemnation, without regard repair any damage to whether the Premises are part of caused by such Condemnation, Landlord may terminate this Lease by giving notice to Tenant. All compensation awarded or paid in any Condemnation proceeding for a total or partial taking of the Premises, including compensation for diminution in the value of Tenant’s interest in the Premises, shall belong to and be the property of the Landlordcondemnation, and Tenant hereby assigns 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 without prejudice to the rights of either Landlord all of Tenant’s right, title and interest or Tenant to recover compensation from the condemning authority for any loss or damage caused by such condemnation. Neither Landlord nor Tenant shall have any rights in and or to any and all such compensation; provided, however, that Tenant may, at its sole cost and expense, make a separate claim against the Condemning Authority for: (a) the taking or damaging of Tenant’s personal property; (b) loss of or damage to Tenant’s business; or (c) cost of moving or relocating Tenant’s property from the Premises. Notwithstanding anything herein award made to the contrary, any condemnation award to Tenant will be available only to other by the extent such award is payable separately to Tenant and does not diminish the award available to Landlord or any Mortgageecondemning authority.

Eminent Domain. If all or any portion of the premises is taken by the exercise of eminent domain or a conveyance of any part of the premises is given in lieu of any such condemnation, the proceeds of such taking or conveyance shall be payable to Mortgagee and the proceeds shall be applied, at Mortgagee's option, (i) to restore the premises so that the premises shall be, as nearly as practicable, in the same condition as immediately prior to such taking or conveyance, subject to such reasonable requirements as to the disbursement of such proceeds as Mortgagee may deem necessary; or (ii) to reduce the Note. In the event the entire Premises is taken by any entity (proceeds are used to reduce the “Condemning Authority”) for any public or quasi-public use by Note, the exercise Note shall, at Mortgagee's option, become immediately due and payable. The disbursement of the right proceeds of eminent domain any such award or by private purchase taking shall be subject to the reasonable restrictions of Mortgagee as to its use. The proceeds of any award or claim for damages, direct or consequential, in connection with any such condemnation or other taking of the premises or any part thereof or for the conveyance in lieu thereof (a “Condemnation”), then this Lease of condemnation are assigned and shall terminate automatically be paid to Mortgagee and shall be applied as provided above to reduce the Note or to the restoration of the date that the Condemning Authority takes possession premises. If such a substantial portion of the Premises. In premises shall be taken, which is sufficient in the event good faith judgment of a Condemnation which affects a part Mortgagee to render the remaining portion of the Projectpremises uneconomic for restoration, without regard the Note shall become immediately due and payable and the proceeds of any such award shall be used to whether reduce the Premises are part of such Condemnation, Landlord may terminate this Lease Note. If the Note is required by giving notice Mortgagee to Tenant. All compensation awarded be reduced or paid in any Condemnation proceeding for full as a total result of such damage or partial taking destruction, there shall be no prepayment fee imposed as a result of the Premises, including compensation for diminution in the value of Tenant’s interest in the Premises, shall belong to and be the property of the Landlord, and Tenant hereby assigns to Landlord all of Tenant’s right, title and interest in and to any and all such compensation; provided, however, that Tenant may, at its sole cost and expense, make a separate claim against the Condemning Authority for: (a) the taking or damaging of Tenant’s personal property; (b) loss of or damage to Tenant’s business; or (c) cost of moving or relocating Tenant’s property from the Premises. Notwithstanding anything herein to the contrary, any condemnation award to Tenant will be available only to the extent such award is payable separately to Tenant and does not diminish the award available to Landlord or any Mortgageeprepayment.

Eminent Domain. In If the event whole or a substantial part of the entire Premises is hereby leased shall be taken by any entity (paramount public authority under the “Condemning Authority”) power of eminent domain, then the term of this Lease shall cease as to the part so taken, from the day the possession of that part shall be required for any public or quasi-public use by purpose, and the exercise of rent shall be paid up to that day, and from that day Tenant shall have the right of eminent domain or by private purchase in lieu thereof (a “Condemnation”), then either to cancel this Lease shall terminate automatically as of and declare the date that same null and void or to continue in the Condemning Authority takes possession of the Premises. In the event of a Condemnation which affects a part remainder of the Projectsame under the terms herein provided, without regard to whether except that the Premises are part of such Condemnation, Landlord may terminate this Lease by giving notice to Tenantrent shall be reduced as provided below. All compensation damages awarded or paid in any Condemnation proceeding for a total or partial such taking of the Premisesshall be equitably divided between Owner and Tenant, including compensation for diminution in the value of Tenant’s interest in the Premises, shall belong to and be the property of the Landlord, and Tenant hereby assigns to Landlord all of Tenant’s right, title and interest in and to any and all such compensation; provided, however, that 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 may, at its sole cost and expense, make a separate claim shall be entitled to pursue against the Condemning Authority for: (a) the taking paramount public authority seeking condemnation, any claim for an award made on account of any interest, loss or damaging expense of Tenant’s personal property; (b) loss , including the value of or damage to this Lease, Tenant’s business; or (c) cost moving expenses and the value of moving or relocating any improvements made to the Premises at Tenant’s property from expense and which are not reasonably capable of being relocated by Tenant. In the Premises. Notwithstanding anything event the rent is to be reduced as herein above provided, the rent shall be reduced by an amount which bears the same proportion to the contrary, any condemnation award to Tenant will be available only net annual rent immediately prior to the extent partial taking as the rental value of the part of the demised premises so taken shall bear to the rental value of the whole demised premises immediately prior to such award 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 payable separately dissatisfied with the appraisal made by said appraiser, then upon Tenant’s 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 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 Tenant this Lease. Each party shall select one of these appraisers and does not diminish those two shall select the award available to Landlord 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 any Mortgageethe parties hereto.

Eminent Domain. In If the event whole or any part of the entire Leased Premises is shall be taken by any entity (the “Condemning Authority”) for any public or quasi-public use by a governmental or other authority having the exercise of the right power of eminent domain or by private purchase shall be conveyed to such authority in lieu thereof of such taking, then Landlord shall have the option to terminate this Lease upon thirty (30) days written notice from Landlord to Tenant provided such taking materially and substantially impairs the Tenant's ability to conduct its normal operations to the extent that the Tenant shall abandon the Leased Premises. 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 untenantable and 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 “Condemnation”)part of the Leased Premises shall be taken or conveyed but the remaining part is tenantable and adequate for Tenant's use, and Landlord does not exercise its option to terminate this Lease, then this Lease shall terminate automatically be terminated as to the part taken or conveyed as of the date that Tenant surrenders possession; Landlord shall make such repairs, alterations and improvements as may be necessary to render the Condemning Authority takes possession of part not taken or conveyed tenantable; and the Premises. In rent shall be reduced in proportion to the event of a Condemnation which affects a part of the Project, without regard to whether the Leased Premises are part of such Condemnation, Landlord may terminate this Lease by giving notice to Tenantso taken or conveyed. All compensation awarded for such taking or paid in any Condemnation proceeding for a total or partial taking of the Premises, including compensation for diminution in the value of Tenant’s interest in the Premises, conveyance shall belong to and be the property of the LandlordLandlord without any deduction therefrom for any present or future estate of Tenant, and Tenant hereby assigns to Landlord all of Tenant’s rightits rights, title and interest in and an to any and all such compensation; providedaward. However, however, that Tenant may, at its sole cost and expense, make shall have the right to assert a separate claim against the Condemning Authority for: (a) the taking or damaging of Tenant’s personal property; (b) loss of or damage to Tenant’s business; or (c) cost of moving or relocating Tenant’s property such authority, but not from the Premises. Notwithstanding anything herein to the contraryLandlord, any condemnation award provided such compensation as may be awarded to Tenant will be available only to the extent such award is payable separately to Tenant and does shall not diminish the award available to Landlord or any MortgageeLandlord's award.

Eminent Domain. In If, as the event result of any Taking (as defined in the entire Premises is taken by Master Lease), Master Landlord or Landlord exercise any entity (option either may have to terminate the “Condemning Authority”) for Master Lease as to all or any public or quasi-public use by the exercise portion of the right of eminent domain or by private purchase in lieu thereof (a “Condemnation”)Premises, then this Lease shall terminate automatically to the same extent, effective as of the date that the Condemning Authority takes possession of such termination of the Premises. In Master Lease; provided however, that in the event of a Condemnation which affects a part of Taking, Tenant shall have the Project, without regard same right to whether the Premises are part of such Condemnation, Landlord may terminate this Lease by giving notice to as is provided Landlord as the tenant under the Master Lease. The provisions of this Section 17 are Tenant. All compensation awarded or paid in any Condemnation proceeding for a total or partial taking of the Premises, including compensation for diminution ’s sole and exclusive rights and remedies in the event of a Taking. To the fullest extent allowable under the Laws, Tenant waives the benefits of any Laws (including without limitation, California Code of Civil Procedure Section 1265.130 and any successor statutes or laws) that provide tenant any abatement or termination rights or any right to receive any payment or award (by virtue of a Taking) not specifically described in this Section 17. In no event shall Tenant be entitled to any award from the condemning authority for the leasehold value of Tenant’s interest in the Premises, which shall belong to and Landlord. Tenant shall, however, be entitled to claim from the property condemning authority all compensation that may be recoverable by Tenant on account of the Landlordany loss incurred by Tenant, including Alterations paid for by Tenant, removing Tenant’s merchandise, furniture, trade fixtures, and Tenant hereby assigns equipment, for damage to Landlord all of Tenant’s rightbusiness, title loss of business, and interest in and to or loss of its leasehold interests, or any and all such compensationrelocation benefits provided under applicable law; provided, however, that Tenant may, at its sole cost may claim such damages only if they are awarded separately in the eminent domain proceeding and expense, make a separate claim against the Condemning Authority for: (a) the taking or damaging not as part of TenantLandlord’s personal property; (b) loss of or damage to Tenant’s business; or (c) cost of moving or relocating Tenant’s property from the Premises. Notwithstanding anything herein to the contrary, any condemnation damages and such award to Tenant will be available only to the extent such award is payable separately to Tenant and does not diminish the award available to Landlord or Master Landlord’s award for such damages. Landlord’s obligation to pay any Mortgageeamounts to Tenant pursuant to this Section 17 shall survive the expiration or earlier termination of this Lease. If this Lease is not terminated following any such Condemnation as set forth above, the provisions of Section 12.2 of the Master Lease shall control with respect to Master Landlord’s repair and restoration obligations and Tenant shall have the same right to xxxxx rent pursuant to this Lease as Landlord has as tenant pursuant to Section 12.2 of the Master Lease.

Eminent Domain. In If the event Building, the entire Premises is or a material part of either shall be taken by any authorized entity (the “Condemning Authority”) for any public or quasi-public use by the exercise of the right of eminent domain or by private negotiated purchase in lieu thereof (a “Condemnation”)under threat thereof, then so that the Premises shall become totally untenantable, this Lease shall terminate automatically as of the date that the Condemning Authority takes possession earlier of the Premisesdate when title or possession thereof is acquired or taken by the condemning authority and all rights of Tenant in this Lease shall immediately cease and terminate. In the event of a Condemnation which affects If a part of the Project, without regard to whether Building or a portion of the Premises are part of shall be taken such Condemnationthat the Premises becomes only partially untenantable, Landlord may terminate this Lease by giving notice to TenantBase Rent shall be proportionately abated. All compensation awarded for any taking (or paid in any Condemnation proceeding the proceeds of negotiated sale under threat thereof) whether for the whole or a total part of the Building or partial taking of the Premises, including shall be the property of Landlord, whether such proceeds or award is compensation for diminution in the value of loss or damage to Landlord’s or Tenant’s interest property or their respective interests in the Premises, shall belong to and be the property of the Landlord, and Tenant hereby assigns all of its interest in any such award to Landlord. However, nothing contained herein shall be deemed to give Landlord any interest in or require Tenant to assign to Landlord all of Tenant’s right, title and interest in and any separate award expressly made to any and all such compensation; provided, however, that Tenant may, at its sole cost and expense, make a separate claim against the Condemning Authority tenant for: (a1.) the taking or damaging of personal property and fixtures belonging to Tenant’s personal property; (b2.) loss the interruption of or damage to Tenant’s businessbusiness or profession; or (c3.) the cost of moving or relocating relocation expenses incurred by Tenant; and 4.) Tenant’s property from unamortized cost leasehold improvements; provided that the Premises. Notwithstanding anything herein to the contrary, making of any condemnation such award to Tenant will be available only to the extent shall not reduce or diminish Landlord’s award relating so such award is payable separately 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 does not diminish the award available date of taking under this clause shall then be deemed the date agreed to Landlord under the terms of said agreement or any Mortgageestipulation.

Eminent Domain. In a. If the event whole of the entire Building or Premises is lawfully taken by condemnation or in any entity (the “Condemning Authority”) other manner for any public or quasi-public use by the exercise of the right of eminent domain or by private purchase in lieu thereof (a “Condemnation”)purpose, then this Lease shall terminate automatically as of the date that of such taking, and Rent shall be prorated to such date. If less than the Condemning Authority takes possession whole of the PremisesBuilding or Premises is so taker), this Lease shall be unaffected by such taking, provided that (i) Tenant shall have the right to terminate this Lease by notice to Landlord given within ninety (90) days after the date of such taking if twenty percent (20%) or more of the Premises is taken and the remaining area of the Premises is not reasonably sufficient for Tenant to continue operation of its business, and (ii) Landlord shall have the right to terminate this Lease by notice to Tenant given within ninety (90) days after the date of such taking. If either Landlord or Tenant so elects to terminate this Lease, the Lease shall terminate on the thirtieth (30th) day after either such notice. The Rent shall be prorated to the date of termination. If this Lease continues in force upon such partial taking, the Base Rent and Tenant's Proportionate Share shall be equitably adjusted according to the remaining Rentable Area of the Premises and Project. b. In the event of a Condemnation which affects a part any taking, partial or whole, all of the Projectproceeds of any award, without regard to whether judgment or settlement payable by the Premises are part of such Condemnation, Landlord may terminate this Lease by giving notice to Tenant. All compensation awarded or paid in any Condemnation proceeding for a total or partial taking of the Premises, including compensation for diminution in the value of Tenant’s interest in the Premises, condemning authority shall belong to and be the exclusive property of the Landlord, and Tenant hereby assigns to Landlord all of Tenant’s its right, title and interest in and to any and all such compensation; providedaward, judgment or settlement from the condemning authority. Tenant, however, shall have the right, to the extent that Landlord's award is not reduced or prejudiced, to claim from the condemning authority (but not from Landlord) such compensation as may be recoverable by Tenant mayin its own right for relocation expenses and damage to Tenant's personal property. c. In the event of a partial taking of the Premises which does not result in a termination of this Lease, Landlord shall restore the remaining portion of the Premises as nearly as practicable to its condition prior to the condemnation or taking, but only to the extent of Building Standard Work as set forth in Exhibits "A" and "C" attached hereto. Tenant shall be responsible at its sole cost and expenseexpense for the repair, make a separate claim against the Condemning Authority for: (a) the taking or damaging restoration and replacement of Tenant’s personal property; (b) loss of or damage to Tenant’s business; or (c) cost of moving or relocating Tenant’s property from the Premises. Notwithstanding anything herein to the contrary, any condemnation award to Tenant will be available only to the extent such award is payable separately to Tenant and does not diminish the award available to Landlord or any Mortgagee's Property.

Eminent Domain. In a. If the event whole of the entire Premises is taken shall be acquired or condemned by any entity (the “Condemning Authority”) eminent domain for any public or quasi-public use by the exercise of the right of eminent domain or by private purchase in lieu thereof (a “Condemnation”)purpose, then the term of this Lease shall cease and terminate automatically as of the date that of title vesting in such proceeding and all rentals shall be paid up to date and Tenant shall have no claim against Landlord for the Condemning Authority takes possession value of any unexpired term of this Lease. b. If any part of the PremisesPremises shall be acquired or condemned as aforesaid, and in the event that such partial taking or condemnation shall render the Premises unsuitable for the business of Tenant, then the term of this lease shall cease and terminate as of the date of title vesting in such proceeding. Tenant shall have no claim against Landlord for the value of any unexpired term of this Lease and rent shall be adjusted to the date of such termination. In the event of a Condemnation partial taking or condemnation which affects is not extensive enough to render the Premises unsuitable for the business of Tenant, then Landlord shall promptly restore the 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 without any reduction or abatement of rent. c. In the event of any condemnation or taking as aforesaid, whether whole or partial, Tenant shall not be entitled to any part of the Projectaward paid for such condemnation, without regard Landlord is to whether receive the Premises are part full amount of such Condemnationaward, and Tenant hereby expressly waives any right or claim to any part thereof. d. Although all damages in the event of any condemnation are to belong to Landlord may terminate this Lease by giving notice whether such damages are awarded as compensation for diminution in value of the leasehold or to Tenant. All compensation awarded or paid in any Condemnation proceeding for a total or partial taking the fee of the Premises, including compensation for diminution in Tenant shall have the value of Tenant’s interest in right to claim and recover from the Premisescondemning authority, shall belong to and be the property of the but not from Landlord, and such compensation as may be separately awarded or recoverable by Tenant hereby assigns to Landlord all in Tenant's own right on account of Tenant’s right, title and interest in and to any and all such compensation; provided, however, that Tenant may, at its sole cost and expense, make a separate claim against the Condemning Authority for: (a) the taking or damaging of Tenant’s personal property; (b) loss of or damage to Tenant’s business; 's operations by reason of the condemnation and for or (c) on account of any cost of moving or relocating loss to which Tenant might be put in removing Tenant’s property from the Premises. Notwithstanding anything herein to the contrary's fixtures, any condemnation award to Tenant will be available only to the extent such award is payable separately to Tenant leasehold improvements and does not diminish the award available to Landlord or any Mortgageeequipment.

Eminent Domain. In the event the entire Premises is taken by any entity (the “Condemning Authority”) for any public or quasi-public use by the exercise If all of the right Premises, or such part thereof as will make the same unusable for the purposes contemplated by this Lease, be taken under the power of eminent domain (or by private purchase a conveyance in lieu thereof (a “Condemnation”thereof), then this Lease shall terminate automatically as of the date that possession is taken by the Condemning Authority takes possession condemnor, and Rent shall be adjusted between Landlord and Tenant as of such date. If only a portion of the PremisesPremises is taken and Tenant can continue use of the remainder, then this Lease will not terminate, but Rent shall axxxx in a just and proportionate amount to the loss of use occasioned by the taking. In Landlord shall be entitled to receive and retain the event entire award for the affected portion of a Condemnation which affects a the Building. Tenant shall have no right or claim to advance any claim. against Landlord for any part of any award made to or received by Landlord for any taking and no right or claim for any alleged value of the Projectunexpired portion of this Lease, without regard to whether the Premises are part or its leasehold estate, or for costs of removal, relocation, business interruption expense or any other damages arising out of such Condemnation, Landlord may terminate this Lease by giving notice to taking. Tenant. All compensation awarded or paid in any Condemnation proceeding for a total or partial taking of the Premises, including compensation for diminution in the value of Tenant’s interest in the Premises, shall belong to and be the property of the Landlord, and Tenant hereby assigns to Landlord all of Tenant’s right, title and interest in and to any and all such compensation; provided, however, that Tenant may, at its sole cost and expense, make shall not be prevented from making a separate claim against the Condemning Authority for: condemning party (abut not against Landlord ) the for any moving expenses, loss of profits, or taking or damaging of Tenant’s personal property; property (bother than its leasehold estate) loss of or damage to Tenant’s business; or (c) cost of moving or relocating Tenant’s property from the Premiseswhich Tenant may be entitled. Notwithstanding anything herein to the contrary, any condemnation award to Tenant will be available only to the extent Any such award is payable separately to Tenant and does shall not diminish reduce the amount of the award available otherwise payable to Landlord or any MortgageeLandlord, if any.

Eminent Domain. In If the event the entire Premises is or any part thereof shall be taken by any entity (the “Condemning Authority”) for any public or quasi-public use by the exercise of the right of eminent domain or by private purchase in lieu thereof (a “Condemnation”)domain, then Tenant shall have the option to terminate this Lease if the taking is of such character as to impair or prevent Tenant from conducting its business substantially as theretofore conducted, provided said election shall be made within ninety (90) days after the receipt of notice of said taking. If Tenant shall not so elect to terminate this Lease, then a just proportion of rent and any other charges due under this Lease shall terminate automatically as be abated according to the nature and extent of the date that taking or damage or destruction until the Condemning Authority takes possession Premises or what may remain thereof have been put by Landlord in the proper condition for use and occupation by Tenant. If this Lease shall not be so terminated and Tenant shall remain in occupation hereunder then there shall be a permanent reduction of rent and any other charges due under this Lease according to the nature and extent of the Premises. In the event of a Condemnation which affects a part deprivation to Tenant of the ProjectPremises as previously constituted. Subject to the provisions of any deed of trust, without regard to whether mortgage or similar instrument recording against the Premises are part of such Condemnationsecuring Landlord’s indebtedness, Landlord may terminate this Lease by giving notice shall be entitled to Tenant. All the entire award or compensation from the condemning authority, whether awarded or paid in any Condemnation proceeding as compensation for a total or partial the taking of the Premisesfee interest, including compensation for diminution in the value of the leasehold interest or as severance damages, and Landlord shall be entitled to apply for, negotiate, transfer and receive an award or compensation from the condemning authority with respect to Tenant’s interest legal estate in the Premises, shall belong to ; and be the property of the Landlord, and Tenant hereby assigns to Landlord all of Tenant’s rightrights shall be limited to a separate award or compensation for moving and relocation benefits and the unamortized cost of trade fixtures, title which Tenant shall initiate and interest in and to any and all such compensation; provided, however, that Tenant may, pursue at its Tenant’s sole cost and expense, make a separate claim against the Condemning Authority for: (a) the taking or damaging of Tenant’s personal property; (b) loss of or damage to Tenant’s business; or (c) cost of moving or relocating Tenant’s property from the Premises. Notwithstanding anything herein to the contrary, any condemnation award to Tenant will be available only to the extent as long as no such award is payable separately to Tenant and does not diminish action diminishes the award available payable to Landlord or any MortgageeLandlord.

Eminent Domain. In If the event the entire Premises is taken by any entity (the “Condemning Authority”) for any public or quasi-public use by the exercise whole of the right Premises or so much thereof as to cause a material interference with the conduct of the Lessee's business in the Premises as a whole shall be taken under power of eminent domain or by private purchase in lieu thereof (a “Condemnation”)domain, then this Lease shall automatically terminate automatically as of the date that the Condemning Authority takes possession of such condemnation, or as of the Premisesdate possession is taken by the condemning authority, whichever is earlier. In the event of a Condemnation which affects a part of the Project, without regard to whether the Premises are part of such Condemnation, Landlord may terminate this Lease by giving notice to Tenant. All compensation awarded No award for any partial or paid in any Condemnation proceeding for a total or partial entire taking of the Premises, including compensation for diminution in the value of Tenant’s interest in the Premises, shall belong to and be the property of the Landlordapportioned, and Tenant the Lessee hereby assigns to Landlord all of Tenant’s rightthe Lessor any award which may be made in such taking or condemnation, title and interest in and to together with any and all such compensationrights of the Lessee now or hereafter arising in or to the same or any part thereof; provided, however, that Tenant maynothing contained herein shall be deemed to give the Lessor any interest in or to require the Lessee to assign to the Lessor any award made to the Lessee for its relocation expenses, at its sole cost and expenseany bonus value of the leasehold estate, make a separate claim against the Condemning Authority for: (a) the taking or damaging of Tenant’s personal property; (b) loss property and fixtures belonging to the Lessee, the interruption of or damage to Tenant’s business; or (c) the Lessee's business and/or for the Lessee's unamortized cost of moving 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 relocating Tenant’s property from 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. Notwithstanding anything herein The Lessee's right to the contrary, receive compensation or damages for its fixtures and personal property shall not be affected in any condemnation award to Tenant will be available only to the extent such award is payable separately to Tenant and does not diminish the award available to Landlord or any Mortgageemanner thereby.

Eminent Domain. In a. If all or a substantial part of the event the entire Premises is should be taken by any entity (the “Condemning Authority”) for any public or quasi-public quasi‑public use under governmental law, ordinance, or regulation, or by the exercise of the right of eminent domain or by private purchase in lieu thereof (a “Condemnation”"Taking"), then Landlord or Tenant shall have the right to terminate this Lease upon written notice to the other within thirty (30) days after notice of such Taking, in which event this Lease shall terminate, and the Annual Base Rent shall be apportioned, as of the date of such Taking. If a Taking of any part of the Building (exclusive of the Premises) shall occur and, in Landlord's reasonable judgment, such Taking would materially interfere with or impair Landlord's operation of the Building, then Landlord shall have the right to terminate this Lease upon written notice to Tenant within thirty (30) days after the date of such Taking, in which event this Lease shall terminate automatically and Annual Base Rent shall be apportioned as of the date that of termination. If a Taking of less than all of the Condemning Authority takes possession Premises shall occur, and this Lease is not terminated as provided above, the Annual Base Rent payable hereunder during the unexpired Term shall be reduced based on the portion of the Premises taken. If a Taking of any part of the Building (exclusive of the Premises. ) shall occur, and this Lease is not terminated by Landlord as provided above, the Annual Base Rent payable hereunder during the unexpired Term shall be not reduced. b. In the event of a Condemnation which affects a part of the Projectany Taking, without regard to whether the Premises are part of such Condemnation, Landlord may terminate this Lease by giving notice to Tenant. All compensation all sums awarded or paid in any Condemnation proceeding agreed upon between Landlord and the condemning authority for a total the Taking, whether as damages or partial taking of the Premisesas compensation, including compensation for diminution in the value of Tenant’s interest in the Premises, shall belong to and will be the property of the Landlord, . Tenant shall have no right to participate in any Taking proceedings and Tenant hereby assigns to Landlord all of Tenant’s right, title and interest shall make no claim for damages or other compensation in and to any and all such compensationproceedings; provided, however, that Tenant may, at its sole cost and expense, make may pursue a separate claim against the Condemning Authority for: (a) condemning authority for the taking or damaging value of furnishings, equipment and trade fixtures installed in the Premises at Tenant’s personal property; (b) loss of or damage to Tenant’s business; or (c) cost of moving or relocating Tenant’s property from the Premises. Notwithstanding anything herein to the contrary's expense and for relocation expenses, any condemnation award to Tenant will be available only to the extent provided that such award is payable separately to Tenant and claim does not in any way diminish the award available or compensation payable to or recoverable by Landlord in connection with such taking or any Mortgageecondemnation.

Eminent Domain. Should the Trust Estate, or any part thereof or interest therein, be taken or damaged by reason of any public improvement or condemnation proceeding, or in any other manner ("Condemnation"), or should the Grantor receive any notice or other information regarding such proceeding, the Grantor shall give prompt written notice thereof to the Beneficiary. (a) The Beneficiary shall be entitled to all compensation, awards and other payments or relief for Condemnation to the extent of the outstanding indebtedness and unpaid interest thereon and all other sums secured by this Deed of Trust. The Beneficiary shall be entitled, at its option, to commence, appear in and prosecute in its own name any action or proceedings (and shall also be entitled to make any compromise or settlement) in connection with such taking or damage. All such compensation, awards, damages, rights of action and proceeds awarded to the Grantor (the "Proceeds") are hereby assigned to the Beneficiary. The Grantor covenants and agrees to execute such further assignments of the Proceeds as the Beneficiary or the Trustee may require. (b) In the event any portion of the Trust Estate is so taken or damaged, the Beneficiary shall have the option, in its sole and absolute discretion (with or without causing the entire Premises indebtedness evidenced by the Note to be accelerated) to apply all such Proceeds, after deducting therefrom all costs and expenses (regardless of the particular nature thereof and whether incurred with or without suit), including attorneys' fees, incurred by it in connection with such Proceeds, upon any indebtedness secured hereby and in such order as the Beneficiary may determine, or (without accelerating the indebtedness) to apply all such Proceeds after such deductions, to the restoration of the Trust Estate upon such conditions as the Beneficiary may determine. (c) If less than the entire Trust Estate is taken by any entity (in the “Condemning Authority”) for any public or quasi-public use by Condemnation and if the exercise Trust Estate remaining after the Condemnation is capable of being repaired and restored to an architectural, functional and economic whole, the Grantor shall, at the Grantor's cost and expense, so repair and restore the remaining portion of the right of eminent domain or by private purchase in lieu thereof (a “Condemnation”), then this Lease shall terminate automatically as of the date that the Condemning Authority takes possession of the Premises. In the event of a Condemnation which affects a part of the Project, without regard to whether the Premises are part of such Condemnation, Landlord may terminate this Lease by giving notice to Tenant. All compensation awarded or paid in any Condemnation proceeding for a total or partial taking of the Premises, including compensation for diminution in the value of Tenant’s interest in the Premises, shall belong to and be the property of the Landlord, and Tenant hereby assigns to Landlord all of Tenant’s right, title and interest in and to any and all such compensationTrust Estate with reasonable diligence; provided, however, that Tenant may, at its sole cost the Grantor's obligation under this Deed of Trust to repair and expense, make a separate claim against restore the Condemning Authority for: (a) remaining portion of the taking or damaging of Tenant’s personal property; (b) loss of or damage to Tenant’s business; or (c) cost of moving or relocating Tenant’s property from the Premises. Notwithstanding anything herein to the contrary, Trust Estate following any condemnation award to Tenant will Condemnation shall be available only limited to the extent such award is payable separately that, pursuant to Tenant and does Section 1.14(b) above or any other Loan Instrument, the Beneficiary elects not diminish to make the award proceeds available to Landlord the Grantor to fund such repair and restoration. (d) The application or release by the Beneficiary of any MortgageeCondemnation Proceeds pursuant to this Deed of Trust shall not cure or waive any default or notice of default under this Deed of Trust or invalidate any act done pursuant to such notice.

Eminent Domain. In the event a Condemning Authority effects a Taking (as those terms are defined in the entire Premises is taken by any entity (the “Condemning Authority”Prime Lease) for any public of all or quasi-public use by the exercise a portion of the Leased Premises, then, (i) if either Landlord or Sublandlord exercises a right of eminent domain or by private purchase in lieu thereof (a “Condemnation”)to terminate the Prime Lease, then this Lease Sublease shall terminate automatically as upon termination of the date Prime Lease, and (ii) if neither Landlord nor Sublandlord exercises a right to terminate the Prime Lease, then this Sublease shall remain in full force and effect. If a portion of the Subleased Premises are taken and this Sublease does not terminate, then Basic Rent shall be adjusted based upon the formula set forth in Section 12.2 of the Prime Lease as applied to the Subleased Premises, and Sublandlord shall equitably adjust Subtenant's Share of Operating Expenses to account for any reduction in the number of rentable square feet in the Subleased Premises. Subtenant waives and assigns to Sublandlord any interest it may have in any damage, award or payment resulting from or paid on account of any Taking, provided that Subtenant shall have the right to recover from any Condemning Authority takes possession any compensation that may be separately recoverable for damages to or condemnation of the PremisesSubtenant's movable trade fixtures and equipment and for moving expenses. In Subtenant shall not have any right to receive any award for its interest in this Sublease or for loss of leasehold. The provisions of this Section 11 are Subtenant's sole and exclusive rights and remedies in the event of a Condemnation which affects a part of Taking. To the Project, without regard to whether extent permitted by the Premises are part of such Condemnation, Landlord may terminate this Lease by giving notice to Tenant. All compensation awarded or paid in any Condemnation proceeding for a total or partial taking of the Premises, including compensation for diminution Laws (as that term is defined in the value Prime Lease), Subtenant waives the benefits of Tenant’s interest in the Premises, shall belong to and be the property of the Landlord, and Tenant hereby assigns to Landlord all of Tenant’s right, title and interest in and to any and all such compensation; provided, however, Law that Tenant may, at its sole cost and expense, make a separate claim against the Condemning Authority for: (a) the taking provides Subtenant any abatement or damaging of Tenant’s personal property; (b) loss of or damage to Tenant’s business; or (c) cost of moving or relocating Tenant’s property from the Premises. Notwithstanding anything herein to the contrary, any condemnation award to Tenant will be available only to the extent such award is payable separately to Tenant and does not diminish the award available to Landlord termination rights or any Mortgageeright to receive any payment or award by virtue of a Taking.

Eminent Domain. In the event that all or a substantial part of the entire Leased Premises, any material part of the Leased Premises, any access point to the Leased Premises, or any material amount of parking spaces for the Leased Premises is are taken by any entity (the “Condemning Authority”) or condemned for any public or quasi-public use under any statute or by the exercise of the right of eminent domain domain, or by private purchase that in lieu thereof all or a substantial part of the Leased Premises, any material part of the Leased Premises, any access point to the Leased Premises, or material amount of parking spaces for the Leased Premises are sold to a public or quasi-public body under threat of condemnation (a “CondemnationTotal Taking”), then and such taking, condemnation or sale renders the Leased Premises unsuitable for operation of the Tenant’s business therein, this Lease shall, at the option of either party, terminate on the date possession of all or such part of the Leased Premises is transferred to the condemning authority. All Rent shall be paid up to the date of termination; and each party shall be permitted to obtain its own award for its estate in the Lease and the Leased Premises. If part of the Leased Premises shall be taken or condemned for public or quasi-public use under any statute or by the right of eminent domain, which does not constitute a Total Taking, or that in lieu thereof part of the Leased Premises is sold to a public or quasi-public body under threat of condemnation, which does not constitute a Total Taking, this Lease shall terminate automatically as of the date that the Condemning Authority takes possession of the Premises. In the event of a Condemnation which affects a part of the Project, without regard to whether the Premises are part of such Condemnation, continue in full force and effect and Landlord may terminate this Lease by giving notice to Tenant. All compensation awarded or paid in any Condemnation proceeding for a total or partial taking of the Premises, including compensation for diminution in the value of Tenant’s interest in the Premises, shall belong to and be the property of the Landlord, and Tenant hereby assigns to Landlord all of Tenant’s right, title and interest in and to any and all such compensation; provided, however, that Tenant mayshall, at its sole cost and expense, make promptly restore the Improvements to a separate claim against the Condemning Authority for: (a) the taking or damaging of Tenant’s personal property; (b) loss of or damage to Tenant’s business; or (c) cost of moving or relocating Tenant’s property from the Premisescomplete architectural unit. Notwithstanding anything herein to the contrarycontrary contained herein, effective as of the delivery of possession of the portion of the Leased Premises so taken and continuing during the remainder of the Term, Rent shall be equitably reduced to reflect the reduction of the portion of the Leased Premises so taken. In the event of any condemnation award such partial taking, Landlord shall be entitled to Tenant will any and all compensation awarded or paid for the taking, provided that such compensation shall be available only used to restore the extent Improvements to a complete architectural unit and to restore other affected portions of the Real Estate, such award is payable separately to Tenant and does not diminish as the award available to Landlord or any Mortgageelandscaping on the Real Estate.

Eminent Domain. In the event that the entire whole of the Leased Premises is shall be taken by any entity (the “Condemning Authority”) or condemned for any public or quasi-public use or purpose by the exercise of the any competent authority in appropriation proceedings or by any right of eminent domain or by private purchase in lieu thereof (a “Condemnation”)domain, then this Lease shall terminate automatically as of the date title vests in the condemnor, all rents and other payments shall be paid up to that the Condemning Authority takes possession date, and Landlord and Tenant shall have no further obligations by reason of the Premisesprovisions of this Lease. In the event of a Condemnation which affects a part that less than the whole of the ProjectLeased Premises is so taken or condemned, without regard then Landlord and Tenant shall each have the right to whether the Premises are part of such Condemnation, Landlord may terminate this Lease by giving upon written notice to Tenantthe other given at least thirty (30) days prior to the date title vests in the condemnor, and this Lease 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 provisions of this Lease. All compensation awarded or In the event that neither party shall elect to so terminate this 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 the Leased 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. Tenant shall have no interest in any Condemnation proceeding for a total award resulting from any condemnation or partial taking of the Premises, including compensation eminent domain or similar proceedings whether such award be for diminution in value to the value leasehold or to the fee of Tenant’s interest in the Leased Premises, except that Tenant shall belong be entitled to claim, prove and receive in such proceedings such award as may be allowed it for loss of business, relocation, and for Tenant's trade fixtures and personal property which are removable by Tenant at the property end of the Landlord, and Tenant hereby assigns to Landlord all term of Tenant’s right, title and interest this Lease provided such award shall be in and to any and all such compensation; provided, however, that Tenant may, at its sole cost and expense, make a separate claim against the Condemning Authority for: (a) the taking or damaging of Tenant’s personal property; (b) loss of or damage to Tenant’s business; or (c) cost of moving or relocating Tenant’s property from the Premises. Notwithstanding anything herein addition to the contrary, any condemnation award to Tenant will be available only to the extent such award is payable separately to Tenant for land and does not diminish the award available to Landlord or any Mortgageebuildings.

Eminent Domain. In the event Should the entire Premises is Property or any interest therein in excess of $250,000 in value individually or $3,000,000 in value in the aggregate be taken or damaged by any entity (the “Condemning Authority”) for reason of any public use or quasi-public use by the exercise of the right of eminent domain improvement or by private purchase in lieu thereof condemnation proceeding (a “Material Condemnation”), then this Lease shall terminate automatically as of the date that the Condemning Authority takes possession of the Premises. In the event of a Condemnation which affects a part of the Project, without regard to whether the Premises are part of or should Borrower receive any notice or other information regarding such Material Condemnation, Landlord may terminate this Lease by giving Borrower shall give prompt written notice thereof to TenantLender. All compensation awarded Lender shall be entitled to all compensation, awards and other payments or paid relief granted in any connection with such Material Condemnation proceeding for a total or partial taking of the Premises, including compensation for diminution in the value of Tenant’s interest in the Premises, shall belong to and be the property of the Landlord, and Tenant hereby assigns to Landlord all of Tenant’s right, title and interest in and to any and all such compensation; provided, however, that Tenant mayand, at its sole cost option, may commence, appear in and expense, prosecute in its own name any action or proceedings relating thereto. Lender shall be entitled to make a separate claim against the Condemning Authority for: (a) the any compromise or settlement in connection with such taking or damaging damage. All compensation, awards, and damages awarded to Borrower related to any Material Condemnation (the “Proceeds”) are hereby assigned to Lender and Borrower agrees to execute such further assignments of Tenant’s personal property; (b) loss the Proceeds as Lender may require. Lender shall have the option of applying or damage paying the Proceeds in the same manner as insurance proceeds as provided herein. Borrower appoints Lender as its attorney- in-fact to Tenant’s business; or (c) cost of moving or relocating Tenant’s property from receive and endorse the PremisesProceeds to Lender, which appointment is coupled with an interest and shall be irrevocable as long as any Obligations remain unsatisfied. Notwithstanding anything herein set forth in this Section 5.21 to the contrary, in the event of any taking or condemnation award which is not a Material Condemnation, Borrower is authorized to Tenant will make proof of loss, settle, adjust or compromise any claims for loss or damage with the condemning authority, and shall be available only entitled to receive all proceeds related thereto; provided that Borrower covenants to use such proceeds for the extent such award is payable separately to Tenant and does not diminish repair, replacement or restoration of the award available to Landlord or any MortgageeProperty.

Eminent Domain. In Tenant agrees that if the event the entire Premises is taken by said Demised Premises, or any entity (the “Condemning Authority”) part thereof, shall be taken, condemned or acquired for any public or quasi-public use or purpose by any competent authority, whether by condemnation proceedings, lease or purchase, Tenant shall have no claim against Landlord and shall not have any claim or right to any portion of the amount that may be awarded as damages or paid as a result of any such condemnation, lease or purchase; it being agreed that the full amount of such award, or other proceeds, if any, made or paid by the exercise taking authority shall be paid to and retained by Landlord free of any claim by Tenant to any portion thereof; and all right of Tenant to damages therefor, if any, are hereby assigned by Tenant to Landlord. Should all or a substantial part of the right Demised Premises be so taken or acquired, the term of eminent domain this Lease shall cease and terminate from the date of the taking, and Tenant shall have no claim against Landlord for the value of any unexpired term of this Lease or for any other matters. All Rent and other sums payable by private purchase in lieu thereof (a “Condemnation”)Tenant hereunder shall be adjusted and paid by Tenant to the date on which Tenant is required, by said taking authority, to surrender possession of said Demised Premises. However, if the portion of the Demised Premises so taken or acquired does not render the Demised Premises unusable for the purposes herein permitted, then this Lease shall terminate automatically as not terminate, but shall continue in effect with the Rent reduced in proportion to the area of the date that Demised Premises so taken or acquired. Notwithstanding the Condemning Authority takes possession foregoing provisions of this Section 17, Tenant shall have the right at its own expense, and in a separate action from Landlord’s condemnation proceedings, to pursue against the condemning authority claims for Tenant’s relocation expenses and other losses (excluding loss of the Premises. In the event of a Condemnation which affects a part of the Project, without regard to whether the Premises are part of leasehold) necessitated by such Condemnation, Landlord may terminate this Lease by giving notice to Tenant. All compensation awarded or paid in any Condemnation proceeding for a total or partial taking of the Demised Premises, including compensation provided that no such claim of or award to Tenant shall reduce, delay, interfere with or otherwise in any manner adversely affect any claims of or award to Landlord for diminution in the value taking of TenantLandlord’s interest in the Demised Premises, shall belong to and be this Lease, the property of Building, the Landlord, and Tenant hereby assigns to Landlord all of Tenant’s right, title and interest in and to any and all such compensation; provided, however, that Tenant may, at its sole cost and expense, make a separate claim against the Condemning Authority for: (a) the taking or damaging of Tenant’s personal property; (b) loss of or damage to Tenant’s business; or (c) cost of moving or relocating Tenant’s property from the Premises. Notwithstanding anything herein to the contrary, any condemnation award to Tenant will be available only to the extent such award is payable separately to Tenant and does not diminish the award available to Landlord Land appurtenant thereto or any Mortgageeother claims to which Landlord is entitled.

Eminent Domain. If the Building shall be taken under the power of eminent domain, or sold by Lessor under the threat of the exercise of the power of eminent domain, the Lease shall automatically terminate as of the date the condemning authority takes title. If twenty-five percent (25%) or more of the total square footage of the Building or the Premises shall be taken under the power of eminent domain, Lessor 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, Lessee shall have the right to terminate the Lease upon thirty (30) days' prior written notice to Lessor. Lessor and Lessee shall be required to exercise their respective rights to terminate the Lease within thirty (30) days of the taking which shall give rise to such right. In the event the entire Lease is not terminated due to any taking under the power of eminent domain, the Lease shall remain in full force and effect, provided the Base Rent shall be reduced in the proportion that the rentable area taken within the Premises is taken by bears to the total rentable area of the Premises. All awards for the taking of any entity (part of the “Condemning Authority”) for any public Premises or quasi-public use by payment made under the threat of the exercise of the right power of eminent domain or by private purchase in lieu thereof (a “Condemnation”)domain, then this Lease including but not limited to any award for Lessee's leasehold interest, shall terminate automatically be the property of Lessor, whether made as Compensation for the taking of the date that fee or severance damages. Lessee shall have the Condemning Authority takes possession right to 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 Lessee in Lessee's own right on account of the Premises. In 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 Condemnation which affects a part partial taking, in modifying the remaining portion of the Project, without regard to whether the Premises are part of such Condemnation, Landlord may terminate this Lease by giving notice to Tenant. All compensation awarded or paid in any Condemnation proceeding for a total or partial taking of the Premises, including compensation for diminution in the value of Tenant’s interest in the Premises, shall belong to and be the property of the Landlord, and Tenant hereby assigns to Landlord all of Tenant’s right, title and interest in and to any and all such compensation; provided, however, that Tenant may, at its sole cost and expense, make a separate claim against the Condemning Authority for: (a) the taking or damaging of Tenant’s personal property; (b) loss of or damage to Tenant’s business; or (c) cost of moving or relocating Tenant’s property from the Premises. Notwithstanding anything herein to the contrary, any condemnation award to Tenant will be available only to the extent such award is payable separately to Tenant and does not diminish the award available to Landlord or any Mortgageeusage.

Eminent Domain. In If the event whole of the entire Premises is leased premises shall be taken by any entity (public authority under the “Condemning Authority”) for any public or quasi-public use by the exercise of the right power of eminent domain or by private purchase in lieu thereof (a “Condemnation”)domain, then the term of this Lease shall terminate automatically cease as of the day possession shall be taken by such public authority, and the rent shall be paid up to that day with a proportionate refund by Landlord of such rent as may have been paid in advance for a period subsequent to the date that the Condemning Authority takes possession of the Premisestaking. If only a part of the leased premises shall be taken by any public authority under the power of eminent domain, then either Landlord or Tenant shall have the right to terminate this Lease and declare the same null and void by written notice of such intention to the other party within ten (10) days after such taking. In the event neither party exercises said right of termination, this Lease term shall cease only on the part so taken as of the day possession shall be taken by such public authority and Tenant shall pay rent up to that day, with appropriate refund by Landlord of such rent as may have been paid in advance for a Condemnation which affects period subsequent to the date of the taking, and thereafter all the terms herein provided shall continue in effect, except that the fixed monthly rental shall be reduced in proportion to the amount of the leased premises taken and Landlord shall at its own cost and expense make all the necessary repairs or alterations to the basic building as originally installed by Landlord so as to constitute the remaining leased premises a complete architectural unit. All damages awarded for such taking under the power of eminent domain, whether for the whole or a part of the Project, without regard to whether the Premises are part of such Condemnation, Landlord may terminate this Lease by giving notice to Tenant. All compensation awarded or paid in any Condemnation proceeding for a total or partial taking of the Premises, including compensation for diminution in the value of Tenant’s interest in the Premisesleased premises, shall belong to and be the property of the Landlord, and Tenant hereby assigns whether such damages shall be awarded as compensation for diminution in value to Landlord all the leasehold or to the fee of Tenant’s right, title and interest in and to any and all such compensationthe premises; provided, however, that Tenant mayLandlord shall not be entitled to the award made for depreciation to, at its sole cost and expense, make a separate claim against the Condemning Authority for: (a) the taking or damaging of Tenant’s personal property; (b) loss of or damage to Tenant’s business; or (c) cost of moving or relocating removal of, Tenant’s property from the Premises. Notwithstanding anything herein to the contrary, any condemnation award to Tenant will be available only to the extent such award is payable separately to Tenant 's stock and does not diminish the award available to Landlord or any Mortgageefixtures.

Eminent Domain. In If all or any substantial part of the event the entire Premises is demised premises shall be taken by any entity (public authority under the “Condemning Authority”) for any public or quasi-public use by the exercise of the right power of eminent domain or by private purchase in lieu thereof (a “Condemnation”)domain, then this Lease shall terminate automatically as to the part so taken as of the date that the Condemning Authority takes possession of that part shall be taken, and Landlord and Tenant shall each have the Premisesright to terminate this Lease upon written notice to the other, which notice shall be delivered within thirty (30) days following the date notice is received of such taking. In the event of a Condemnation which affects a part that neither party hereto shall terminate this Lease, Landlord shall, to the extent the proceeds of the Project, without regard to whether the Premises condemnation award are part of such Condemnation, Landlord may terminate this Lease by giving notice to Tenant. All compensation available (other than any proceeds awarded or paid in any Condemnation proceeding for a total or partial taking of the Premises, including compensation for diminution in the value of Tenant’s interest any land taken), make all necessary repairs to the demised premises and the Building to render and restore the same to a complete architectural unit and Tenant shall continue in possession of the Premisesportion of the demised premises not taken under the power of eminent domain, under the same terms and conditions as are herein provided, except that the rent reserved herein shall be reduced in direct proportion to the amount of the demised premises so taken. All damages awarded for such taking shall belong to and be the property of the Landlord, and Tenant hereby assigns whether such damages be awarded as compensation for diminution in value of the leasehold or to Landlord all the fee of Tenant’s right, title and interest in and to any and all such compensationthe demised premises; provided, however, that Landlord shall not be entitled to any portion of the award made separately to Tenant mayfor removal and reinstallation of trade fixtures, at its sole cost and expense, make a separate claim against the Condemning Authority for: (a) the taking or damaging of Tenant’s personal property; (b) loss of business, or damage to Tenant’s business; or (c) cost of moving or relocating Tenant’s property from the Premises. Notwithstanding anything herein to the contraryexpenses, any condemnation provided such award to Tenant will be available only to the extent such award is payable separately to Tenant and does not diminish reduce the award available otherwise payable to Landlord or any MortgageeLandlord.

Eminent Domain. In the event the entire Premises is or any part thereof shall be taken by any entity (the “Condemning Authority”) or condemned either permanently or temporarily for any public or quasi-public use or purpose by the exercise of the any competent authority in appropriation proceedings or by any right of eminent domain or by private purchase in lieu thereof (a “Condemnation”)domain, then this Lease shall terminate automatically the entire compensation award therefor, including, but not limited to, all damages as of the date that the Condemning Authority takes possession of the Premises. In the event of a Condemnation which affects a part of the Project, without regard to whether the Premises are part of such Condemnation, Landlord may terminate this Lease by giving notice to Tenant. All compensation awarded or paid in any Condemnation proceeding for a total or partial taking of the Premises, including compensation for diminution in the value of Tenant’s interest in the Premisesleasehold, reversion and fee, shall belong to and be the property Landlord without any deduction therefrom for any present or future estate of the LandlordTenant, and Tenant hereby assigns to Landlord all of Tenant’s 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 to 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 such compensation; provided, however, that Tenant may, at its sole cost and expense, make a separate claim against the Condemning Authority for: (a) the taking or damaging of Tenant’s personal property; (b) loss of or damage to Tenant’s business; 's business by reason of the condemnation and for or on account of any cost or loss which Tenant might incur in removing Tenant's furnishings, 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 portion of the Leased Premises are taken by eminent domain which renders the remaining portions of the Leased Premises unusable for Tenant's intended purposes, 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 advance for a period subsequent to the date of the taking. If less than ten percent (c10%) cost of moving the gross leasable area of the Premises shall be so taken, said 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 for the parts so taken 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 rent shall be equitably adjusted, and Landlord shall at its expense make all necessary repairs or relocating Tenant’s property alterations to the basic building and exterior work so as to constitute the remainder of the Premises a complete, finished architectural unit. If ten percent (10%) or more of the gross leasable area of the Premises shall be so taken, then this Lease shall terminate with respect to the part so taken from the Premises. Notwithstanding anything herein date 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 may have been paid in advance for a period subsequent to the contrarydate of the taking, any condemnation award and either party shall have the right to terminate this Lease upon notice in writing within thirty (30) days after such taking of possession; in the event that Tenant will remains in possession, and if Landlord does not so terminate, all of the terms herein provided shall continue in effect except that the rent shall be available only equitably abated, and Landlord shall make all necessary repairs or alterations to the extent such award is payable separately basic building and exterior work so as to Tenant constitute the remaining premises a complete, finished architectural unit. If more than fifty percent (50%) of the gross leasable area of the building in which the Premises are located shall be taken under the power of eminent domain, either party may, by written notice to the other party, delivered on or before the day of surrendering possession to the public authority, terminate this Lease, and does not diminish rent shall be paid or refunded as of the award available to Landlord or any Mortgageedate of termination.

Eminent Domain. In If the event whole of the entire Leased Premises is shall be taken by any entity (authority acting under the “Condemning Authority”) for any public or quasi-public use by the exercise of the right power of eminent domain or by private purchase similar proceeding or conveyance in lieu thereof (a “Condemnation”)thereof, then this Lease shall terminate automatically as of the date of such taking or conveyance, and Tenant shall pay Base Rental and all additional rental up to that date with an appropriate refund by Landlord of such rent as may have been paid in advance of any period subsequent to the Condemning Authority takes possession of the Premisesdate on which this Lease shall have been terminated. In the event of a Condemnation which affects a If only part of the Project, without regard to whether Leased Premises is taken or if part of the Building shall be taken or conveyed even though the Leased Premises are part of such Condemnationnot affected, Landlord Landlord, at this option, may terminate this Lease by giving written notice to TenantTenant given within 120 days after landlord shall have received notice of such taking. Otherwise the Lease shall cease only as to the portion so taken and the Base Rent shall be reduced in proportion to the taking. If Landlord does not terminate this Lease as herein provided, Landlord shall make all necessary repairs and alterations to the Building so as to constitute the Building and Leased Premises as a complete architectural unit. All compensation awarded for any taking under the power of eminent domain, whether for the whole or paid in any Condemnation proceeding for a total or partial taking part of the Leased Premises, including shall be the property of Landlord, whether such damages shall be awarded as compensation for diminution in the value of Tenant’s interest in the Premises, shall belong leasehold or to and be the property fee of the Landlord, Leased Premises or otherwise and Tenant hereby assigns to Landlord all of Tenant’s 's right, title and interest in and to any and all such compensation; , provided, however, that Landlord shall not be entitled to any award made to Tenant may, at its sole cost and expense, make a separate claim against the Condemning Authority for: (a) for the taking or damaging of Tenant’s personal property; (b) loss of or damage to Tenant’s business; or (c) cost of moving or relocating Tenant’s property from the Premises. Notwithstanding anything herein to the contrary, any condemnation award to Tenant will be available only to the extent such award is payable separately to Tenant and does not diminish the award available to Landlord or any Mortgagee's Property.

Eminent Domain. In Tenant agrees that if the event the entire Premises is taken by said Demised Premises, or any entity (the “Condemning Authority”) part thereof, shall be taken, condemned or acquired for any public or quasi-public use or purpose by any competent authority, whether by condemnation proceedings, lease or purchase, Tenant shall have no claim against Landlord and shall not have any claim or right to any portion of the amount that may be awarded as damages or paid as a result of any such condemnation, lease or purchase; it being agreed that the full amount of such award, or other proceeds, if any, made or paid by the exercise taking authority shall be paid to and retained by Landlord free of any claim by Tenant to any portion thereof; and all right of Tenant to damages therefor, if any, are hereby assigned by Tenant to Landlord. Should all or a substantial part of the right Demised Premises be so taken or acquired, the term of eminent domain this Lease shall cease and terminate from the date of the taking, and Tenant shall have no claim against Landlord for the value of any unexpired term of this Lease or for any other matters. All Rent and other sums payable by private purchase in lieu thereof (a “Condemnation”)Tenant hereunder shall be adjusted and paid by Tenant to the date on which Tenant is required, by said taking authority, to surrender possession of said Demised Premises. However, if the portion of the Demised Premises so taken or acquired does not render the Demised Premises unusable for the purposes herein permitted, then this Lease shall terminate automatically as not terminate, but shall continue in effect with the Rent reduced in proportion to the area of the date that Demised Premises so taken or acquired. Notwithstanding the Condemning Authority takes possession foregoing provisions of this Section 17, Tenant shall have the right at its own expense, and in a separate action from Landlord's condemnation proceedings, to pursue against the condemning authority claims for Tenant's relocation expenses and other losses (excluding loss of the Premises. In the event of a Condemnation which affects a part of the Project, without regard to whether the Premises are part of leasehold) necessitated by such Condemnation, Landlord may terminate this Lease by giving notice to Tenant. All compensation awarded or paid in any Condemnation proceeding for a total or partial taking of the Demised Premises, including compensation provided that no such claim of or award to Tenant shall reduce, delay, interfere with or otherwise in any manner adversely affect any claims of or award to Landlord for diminution in the value taking of Tenant’s Landlord's interest in the Demised Premises, shall belong to and be this Lease, the property of Building, the Landlord, and Tenant hereby assigns to Landlord all of Tenant’s right, title and interest in and to any and all such compensation; provided, however, that Tenant may, at its sole cost and expense, make a separate claim against the Condemning Authority for: (a) the taking or damaging of Tenant’s personal property; (b) loss of or damage to Tenant’s business; or (c) cost of moving or relocating Tenant’s property from the Premises. Notwithstanding anything herein to the contrary, any condemnation award to Tenant will be available only to the extent such award is payable separately to Tenant and does not diminish the award available to Landlord Land appurtenant thereto or any Mortgageeother claims to which Landlord is entitled.

Eminent Domain. In Tenant agrees that if the event the entire Premises is Leased Premises, or any part thereof, shall be taken by any entity (the “Condemning Authority”) or condemned for any public or quasi-public use or purpose by any competent authority, Tenant shall have no claim against Landlord and shall not have any claim or right to any portion of the amount that may be awarded as damages or paid as a result of any such condemnation, whether such amount be awarded for diminution in value to the leasehold or to the fee. It is agreed that the full amount of such award, if any, made by the exercise taking authorities shall be paid to and retained by Landlord, free of any claim by Tenant to any portion thereof, and all rights of Tenant to damages therefor, if any, are hereby assigned by Tenant to Landlord, hi the event that all or substantially all of the right Leased Premises shall be taken or condemned by any governmental authority, then the term of eminent domain this Lease shall cease and terminate from the date on which the Tenant is required, by such taking authority, to surrender possession of said Leased Premises and the Tenant shall not have nor make any claim against Landlord for the value of any unexpired term of this Lease, hi the event that a portion of the Leased Premises shall be taken or condemned by private purchase in lieu thereof (a “Condemnation”)any governmental authority, then this Lease shall terminate automatically continue in full force and effect, and rent shall abate in an amount which bears the same ratio to the annual xxxx rent as the value of the floor space taken bears to the value of the total floor space of the Leased Premises. All rentals and other sums payable by Tenant hereunder shall be adjusted to the date that on which Tenant is required, by the Condemning Authority takes taking authority, to surrender possession of the Premises. In the event of a Condemnation which affects a part Leased Premises or portion of the Project, without regard to whether the Leased Premises are part of such Condemnation, Landlord may terminate this Lease by giving notice to Tenant. All compensation awarded or paid in any Condemnation proceeding for a total or partial taking of the Premises, including compensation for diminution in the value of Tenant’s interest in the Premises, shall belong to and be the property of the Landlord, and Tenant hereby assigns to Landlord all of Tenant’s right, title and interest in and to any and all such compensation; provided, however, that Tenant may, at its sole cost and expense, make a separate claim against the Condemning Authority for: (a) the taking or damaging of Tenant’s personal property; (b) loss of or damage to Tenant’s business; or (c) cost of moving or relocating Tenant’s property from the Premises. Notwithstanding anything herein to the contrary, any condemnation award to Tenant will be available only to the extent such award is payable separately to Tenant and does not diminish the award available to Landlord or any Mortgageeso taken.

Eminent Domain. In If the event the entire Premises is taken by any entity (the “Condemning Authority”) for any public or quasi-public use by the exercise whole of the right Premises or so much thereof as to render the balance unusable by Tenant shall be taken under power of eminent domain or by private purchase in lieu thereof (a “Condemnation”)domain, then this Lease shall automatically terminate automatically as of the date that the Condemning Authority takes possession of such condemnation, or as of the Premisesdate possession is taken by the condemning authority, whichever is earlier. In the event of a Condemnation which affects a part of the Project, without regard to whether the Premises are part of such Condemnation, Landlord may terminate this Lease by giving notice to Tenant. All compensation awarded No award for any partial or paid in any Condemnation proceeding for a total or partial entire taking of the Premises, including compensation for diminution in the value of Tenant’s interest in the Premises, shall belong to and be the property of the Landlordapportioned, and Tenant hereby assigns to Landlord all of Tenant’s rightany award which may be made in such taking or condemnation, title and interest in and to together with any and all such compensationrights 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 may, at its sole cost and expense, make a separate claim against the Condemning Authority for: (a) to assign to Landlord any award made to Tenant for the taking or damaging of Tenant’s personal property; (b) loss of property and fixtures belonging to Tenant and/or for the interruption of, or damage to to, Tenant’s business; or 's business and/or for Tenant's separate moving expenses (c) cost of moving or relocating Tenant’s property from the Premises. Notwithstanding anything herein to the contrary, any condemnation award to Tenant will be available only to the extent such award is payable separately for separate moving expenses does not reduce any award made to Landlord). In the event of a partial taking which does not result in a termination of this Lease, Rent shall be abated in proportion to the part of the Premises so made unusable to Tenant. No temporary taking of the Premises and/or Tenant's rights therein or under this Lease shall terminate this Lease or give Tenant any right to any abatement of Rent hereunder; any award made to Tenant by reason of any such temporary taking shall belong entirely to Tenant and does Landlord shall not diminish the award available be entitled to Landlord or any Mortgageeshare therein.

Eminent Domain. In If the event whole or any part of the entire Leased --------------- Premises is or Common Areas shall be taken by any entity (the “Condemning Authority”) for any public or quasi-public use by a governmental or other authority having the exercise of the right power of eminent domain or by private purchase shall be conveyed to such authority in lieu thereof (of such taking, and if such taking or conveyance shall cause the remaining part of the Leased Premises to be untenantable or inadequate for use by Tenant for the purpose for which they were leased, then either Landlord or Tenant may, at their respective option, terminate this Lease as of the date Tenant is required to surrender possession of the Leased Premises or use of the Common Areas by giving written notice of such termination to the other party. If a “Condemnation”)part of the Leased Premises shall be taken or conveyed but the remaining part is adequate for Tenant's use, then this Lease shall terminate automatically be terminated as to the part taken or conveyed as of the date that Tenant surrenders possession; Landlord shall make such repairs, alterations or improvements as may be necessary to render the Condemning Authority takes possession of part not taken or conveyed tenantable; and Rental shall be reduced in proportion to the Premises. In the event of a Condemnation which affects a part of the ProjectLeased Premises so taken or conveyed. If Landlord elects to restore the Leased Premises or the Building, without regard to whether such restoration shall be complete within one hundred and twenty (120) days of the Premises are part of condemnation or taking. Failing such Condemnationtimely completion, Landlord Tenant may terminate this Lease by giving upon ten (10) days' written notice to TenantLandlord. All such repairs and restoration shall be made in a good and workmanlike manner, and in compliance with all laws. All compensation awarded for such taking or paid in any Condemnation proceeding for a total or partial taking of the Premises, including compensation for diminution in the value of Tenant’s interest in the Premises, conveyance shall belong to and be the property of the LandlordLandlord without any deduction therefrom for any present or future estate of Tenant, and Tenant hereby assigns to Landlord all of Tenant’s its right, title and interest in and to any such award. However, Tenant shall have the right to recover from such authority, but not from Landlord, such compensation as may be awarded to Tenant on account of moving and all such compensation; provided, however, that Tenant may, at its sole cost relocation expenses and expense, make a separate claim against the Condemning Authority for: (a) the taking or damaging depreciation to and removal of Tenant’s personal 's property; (b) loss of or damage to Tenant’s business; or (c) cost of moving or relocating Tenant’s property from the Premises. Notwithstanding anything herein to the contrary, any condemnation award to Tenant will be available only to the extent such award is payable separately to Tenant and does not diminish the award available to Landlord or any Mortgagee.

Eminent Domain. Should the Mortgaged Property, or any part thereof or interest therein, be taken or damaged by reason of any public use or improvement or condemnation proceeding, or in any other manner ("Condemnation"), or should Borrower receive any notice or other information regarding such Condemnation, Borrower shall give prompt written notice thereof to Lender. (a) Lender shall be entitled to all compensation, awards and other payments or relief granted in connection with such Condemnation, and shall be entitled, at its option, to commence, appear in and prosecute in its own name any action or proceedings relating thereto. Lender shall also be entitled to make any compromise or settlement in connection with such taking or damage. All such compensation, awards, damages, rights of action and proceeds awarded to Borrower (the "Proceeds") are hereby assigned to Lender and Borrower agrees to execute such further assignments of the Proceeds as Lender may require. (b) In the event the entire Premises is taken by any entity (the “Condemning Authority”) for any public or quasi-public use by the exercise portion of the right Mortgaged Property is so taken or damaged, Lender shall have the option in its sole and absolute discretion, to apply all such Proceeds, after deducting therefrom all costs and expenses (regardless of eminent domain the particular nature thereof and whether incurred with or by private purchase in lieu thereof (a “Condemnation”without suit), then this Lease shall terminate automatically as including attorneys' fees, incurred by it in connection with such Proceeds, upon any indebtedness secured hereby, or to apply all such Proceeds, after such deductions, to the restoration of the date that the Condemning Authority takes possession Mortgaged Property upon such conditions as Lender may determine. Such application or release shall not cure or waive any default or notice of the Premises. In the event of a Condemnation which affects a part of the Project, without regard default hereunder or invalidate any act done pursuant to whether the Premises are part of such Condemnation, Landlord may terminate this Lease by giving notice to Tenant. All compensation awarded or paid in any Condemnation proceeding for a total or partial taking of the Premises, including compensation for diminution in the value of Tenant’s interest in the Premises, shall belong to and be the property of the Landlord, and Tenant hereby assigns to Landlord all of Tenant’s right, title and interest in and to any and all such compensation; provided, however, that Tenant may, at its sole cost and expense, make a separate claim against the Condemning Authority for: (a) the taking or damaging of Tenant’s personal property; (b) loss of or damage to Tenant’s business; or notice. (c) cost Any amounts received by Lender hereunder (after payment of moving or relocating Tenant’s property from any costs in connection with obtaining same), shall, if retained by Lender, be applied in payment of any accrued interest and then in reduction of the Premisesthen outstanding principal sum of the Note, notwithstanding that the same may not then be due and payable. Notwithstanding anything herein Any amount so applied to principal shall be applied to the contrary, any condemnation award to Tenant will be available only to payment of installments of principal on the extent such award is payable separately to Tenant and does not diminish the award available to Landlord or any MortgageeNote in inverse order of their due dates.

Eminent Domain. In the event Should the entire Premises is Property or any interest therein in excess of $250,000 in value individually or $3,000,000 in value in the aggregate be taken or damaged by any entity (the “Condemning Authority”) for reason of any public use or quasi-public use by the exercise of the right of eminent domain improvement or by private purchase in lieu thereof condemnation proceeding (a “Material Condemnation”), then this Lease shall terminate automatically as of the date that the Condemning Authority takes possession of the Premises. In the event of a Condemnation which affects a part of the Project, without regard to whether the Premises are part of or should Borrower receive any notice or other information regarding such Material Condemnation, Landlord may terminate this Lease by giving Borrower shall give prompt written notice thereof to TenantLender. All compensation awarded Lender shall be entitled to all compensation, awards and other payments or paid relief granted in any connection with such Material Condemnation proceeding for a total or partial taking of the Premises, including compensation for diminution in the value of Tenant’s interest in the Premises, shall belong to and be the property of the Landlord, and Tenant hereby assigns to Landlord all of Tenant’s right, title and interest in and to any and all such compensation; provided, however, that Tenant mayand, at its sole cost option, may commence, appear in and expense, prosecute in its own name any action or proceedings relating thereto. Lender shall be entitled to make a separate claim against the Condemning Authority for: (a) the any compromise or settlement in connection with such taking or damaging damage. All compensation, awards, and damages awarded to Borrower related to any Material Condemnation (the “Proceeds”) are hereby assigned to Lender and Borrower agrees to execute such further assignments of Tenant’s personal property; (b) loss the Proceeds as Lender may require. Lender shall have the option of applying or damage paying the Proceeds in the same manner as insurance proceeds as provided herein. Borrower appoints Lender as its attorney-in-fact to Tenant’s business; or (c) cost of moving or relocating Tenant’s property from receive and endorse the PremisesProceeds to Lender, which appointment is coupled with an interest and shall be irrevocable as long as any Obligations remain unsatisfied. Notwithstanding anything herein set forth in this Section 5.21 to the contrary, in the event of any taking or condemnation award which is not a Material Condemnation, Borrower is authorized to Tenant will make proof of loss, settle, adjust or compromise any claims for loss or damage with the condemning authority, and shall be available only entitled to receive all proceeds related thereto; provided that Borrower covenants to use such proceeds for the extent such award is payable separately to Tenant and does not diminish repair, replacement or restoration of the award available to Landlord or any MortgageeProperty.

Eminent Domain. In the event the entire Premises is taken by any entity (the “Condemning Authority”) for any public or quasi-public use by If pursuant to the exercise of the right of condemnation, eminent domain or other public need (i) the Land is taken or conveyed, or (ii) only a portion of the Land is so taken or conveyed and Tenant determines that the remainder of the Land is inadequate or unsatisfactory for its purposes, which determination shall not be arbitrarily or capriciously made, or (iii) Tenant’s access to the Land is reduced by private purchase in lieu thereof (a “Condemnation”)such taking or conveyance and Tenant determines that its access to the Premises is inadequate or unsatisfactory for its purposes, then which determination shall not be arbitrarily or capriciously made, Tenant shall have the right to terminate this Lease, subject to Tenant’s rights as set forth below. Such termination shall be effective on the date Tenant is required to give up its occupancy, use, or access, whichever is earlier. The termination of this Lease as provided above shall terminate automatically as not operate to deprive Tenant of the date that right, and Landlord expressly grants to Tenant the Condemning Authority takes possession right, to make a claim for an award in condemnation, or participate in an award, for loss of the Premises. In the event of a Condemnation which affects a part of the Projectbusiness goodwill, without regard relocation expenses, Tenant’s leasehold interest and/or lease bonus value, loss or damage to whether the Premises are part of such Condemnation, Landlord may terminate this Lease Fixtures and improvements made by giving notice Tenant to Tenant. All compensation awarded or paid in any Condemnation proceeding for a total or partial taking of the Premises, including compensation for diminution in the value of Tenant’s interest unexpired options to extend the Term, or any other claims that Tenant is permitted or elects to make, or to receive notices and participate in the Premisescondemnation proceedings, including any settlement negotiations, whether conducted prior to or after the filing of a condemnation proceeding. If this Lease is not terminated as provided herein, Landlord and Tenant shall agree upon an equitable reduction in the rent. If the parties fail to agree upon such reduction within sixty (60) days from the date Tenant is required to give up such occupancy, use or access, whichever is earlier, Landlord and Tenant shall each choose one arbitrator and the two arbitrators so chosen shall choose a third arbitrator. The decision of any two of the arbitrators concerning the rent reduction, if any, shall belong to be binding on Landlord and be the property Tenant and any expense of the Landlord, arbitration shall be divided equally between Landlord and Tenant. Any such reduction in rent shall not constitute an election of remedies by Tenant hereby assigns nor deprive Tenant of the right to Landlord all of Tenant’s right, title and interest in and to any and all such compensation; provided, however, that Tenant may, at its sole cost and expense, make a separate claim against for an award in condemnation as set forth above or receive notices and participate in the Condemning Authority for: (a) the taking or damaging of Tenant’s personal property; (b) loss of or damage to Tenant’s business; or (c) cost of moving or relocating Tenant’s property from the Premises. Notwithstanding anything herein to the contrarycondemnation proceedings, including any condemnation award to Tenant will be available only to the extent such award is payable separately to Tenant and does not diminish the award available to Landlord or any Mortgageesettlement negotiations.

Eminent Domain. In If the event whole of the entire Leased Premises is taken shall be acquired or condemned by any entity (the “Condemning Authority”) eminent domain for any public or quasi-public use by the exercise of the right of eminent domain or by private purchase in lieu thereof (a “Condemnation”)purpose, then the terms of this Lease shall cease and terminate automatically at the date of title vesting in such proceeding and all rentals shall be paid up to that date and neither party shall have a claim against the other party for the value of any unexpired term of this Lease. If any part of the Leased Premises shall be 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 shall render the Leased Premises unsuitable for the business of Lessee, then the terms of this Lease shall cease and terminate as of the date that of title vesting in such proceeding and Lessee shall have no claim against Owner for the Condemning Authority takes possession value of the Premisesany unexpired term of this Lease. In the event of a Condemnation partial taking or condemnation which affects is not extensive enough to render the Leased Premises unsuitable for the business of Lessee, then Owner shall promptly restore the Leased Premises to a part 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 except that the monthly rent shall be reduced in proportion to the reduction in gross area of the Project, without regard to whether the Premises are part of such Condemnation, Landlord may terminate this Lease by giving notice to TenantLeased Premises. All compensation damages awarded or compensation paid in for any Condemnation proceeding for a total such taking or partial taking of the Premises, including compensation for diminution in the value of Tenant’s interest in the Premises, conveyance shall belong to and be the property of Owner, whether such damages shall be awarded as compensation for diminution in value to the Landlord, and Tenant hereby assigns leasehold or to Landlord all the fee of Tenant’s right, title and interest in and to any and all such compensationthe demised Leased Premises; provided, however, that Tenant may, at its sole cost and expense, make a separate claim against Owner shall not be entitled to any portion of the Condemning Authority for: (a) the taking award or damaging of Tenant’s personal property; (b) payment made to Lessee for loss of or damage to Tenant’s business; or (c) business and depreciation of and cost of moving or relocating Tenant’s property from the Premises. Notwithstanding anything herein to the contrary, any condemnation award to Tenant will be available only to the extent such award is payable separately to Tenant removal of merchandise and does not diminish the award available to Landlord or any Mortgageetrade fixtures.

Eminent Domain. In Should the event the entire Premises is Mortgaged Estate, or any part thereof or interest therein, be taken or damaged by any entity (the “Condemning Authority”) for reason of any public improvement, condemnation or quasi-public use by the exercise of the right of eminent domain proceeding or by private purchase in lieu thereof any other manner (a “collectively, "Condemnation”"), then this Lease or should Grantor receive any notice or other information regarding such proceeding, Grantor shall terminate automatically as of the date that the Condemning Authority takes possession of the Premisesgive prompt written notice thereof to Beneficiary. In the event of a Condemnation which affects a part of the Project, without regard to whether the Premises are part of such Condemnation, Landlord Beneficiary may terminate this Lease by giving notice to Tenant. All compensation awarded or paid participate in any such Condemnation proceeding for a total or partial taking of the Premises, including compensation for diminution in the value of Tenant’s interest in the Premises, shall belong to and be the property of the Landlordproceedings, and Tenant hereby assigns Grantor shall from time to Landlord time deliver to Beneficiary all of Tenant’s right, title and interest in and instruments requested by Beneficiary to any and all permit such compensation; provided, however, that Tenant mayparticipation. Grantor shall, at its sole cost and expense, make diligently prosecute in a separate claim against 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 Condemning Authority for: (a) carrying on or defense of any such proceedings. All proceeds of Condemnation awards or proceeds of sale in lieu of Condemnation with respect to the taking or damaging of Tenant’s personal property; (b) loss of Mortgaged Estate and all judgments, decrees and awards for injury or damage to Tenant’s business; or (c) cost the Mortgaged Estate shall be paid to Beneficiary for the benefit of moving or relocating Tenant’s property from Grantor and shall be applied in the Premisesmanner in which Insurance Proceeds are to be applied pursuant to Section 1.06 hereof. Notwithstanding anything herein 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 Beneficiary may request. Beneficiary is hereby authorized, in the contraryname of Grantor, to execute and deliver valid acquittances for, and to appeal from, any condemnation award such judgment, decree or award. Beneficiary shall not be, in any event or circumstance, liable or responsible for failure to Tenant will be available only to collect or exercise diligence in the extent such award is payable separately to Tenant and does not diminish the award available to Landlord collection of any proceeds, judgments, decrees or any Mortgageeawards.

Eminent Domain. In If all or substantially all of the event the entire Premises is shall be sold to or taken by any entity (public authority under its power of condemnation or the “Condemning Authority”) for any public or quasi-public use by the exercise of the right of eminent domain or by private purchase in lieu thereof (a “Condemnation”)threat thereof, then this Lease shall terminate automatically as of the date that possession shall be transferred to the Condemning Authority takes possession acquiring authority, and the Rent payable hereunder shall be apportioned accordingly. Upon any taking of less than substantially all of the Premises, this Lease shall continue in force as to the part of the Premises not taken. In the event of a Condemnation any such partial taking, Tenant, at Tenant’s sole cost except as otherwise provided herein, shall diligently rebuild or restore the remainder of the Premises to the condition in which affects they existed at the time of such taking. Except as herein specifically provided otherwise, all damages awarded by or amounts paid by the acquiring authority for any such taking, whether for the whole or a part of the Project, without regard to whether the Premises are part of such Condemnation, Landlord may terminate this Lease by giving notice to Tenant. All compensation awarded or paid in any Condemnation proceeding for a total or partial taking of the Premises, including compensation for diminution in the value of Tenant’s interest in the Premises, shall belong to and be the property of the Landlord, and Tenant hereby assigns to Landlord all of Tenant’s right, title and interest in and to any and all such compensation; provided, however, provided that Tenant may, at shall have the right to make its sole cost and expense, make a separate claim against the Condemning Authority for: (a) the taking or damaging of Tenant’s personal property; (b) for compensation for any loss of or damage it suffers to Tenant’s business; its trade fixtures and for statutory relocation expenses, provided any such claim does not reduce the amount of the award otherwise payable to Landlord. In the event of a partial taking any proceeds received by Landlord shall first be applied to reimburse Tenant for the costs of rebuilding or restoring the Premises to its condition at the time of taking on mutually agreeable, reasonable terms and conditions (c) cost which may include, without limitation, those that an institutional construction lender would customarily and reasonably require for disbursement of moving or relocating Tenant’s property from the Premises. construction loan proceeds). 4.2.1 Notwithstanding anything herein contained in this Lease to the contrary, any condemnation award if more than fifty percent (50%) of the floor area of the Premises are taken during the last year of the Term, Landlord and Tenant each shall have the right to Tenant will be available only terminate this Lease by giving to the extent other written notice of such award is payable separately termination within thirty (30) days after the date of such taking, specifying a termination date of at least sixty (60) days and not more than ninety (90) days after the date of notice of termination. Failure to Tenant and does not diminish the award available give notice of termination within such thirty (30) day period shall be deemed to Landlord or any Mortgageebe a waiver of such right of termination.

Eminent Domain. In If any portion of the event the entire Leased Premises is shall be taken or damaged by any entity (the “Condemning Authority”) for any public condemnation or quasi-public use by the exercise of the right power of eminent domain domain, or by private purchase in lieu agreement reached under threat thereof (any such event being hereinafter referred to as a “CondemnationTaking”), then this Lease shall terminate automatically and such Taking does not render the Building or parking lot comprising the Leased Premises unavailable or unsuitable for Tenant’s continued use as may be reasonably determined and based on Tenant’s actual use thereof as of the date that the Condemning Authority takes possession of the Premises. In Taking, then (i) this Lease shall continue in full force and effect, and such Taking shall entitle Tenant to an equitable abatement or reduction of Minimum Rent based on the event portion of a Condemnation which affects a part such Leased Premises so taken as it bears to the remaining square footage of the Project, without regard to whether Leased Premises and other charges by reason thereof which shall be adjusted as of the Premises are part date of such Condemnationtaking, Landlord may terminate this Lease by giving notice (ii) Tenant shall, as promptly as possible, restore, repair or rebuild the Leased Premises to Tenant. All compensation awarded or paid in any Condemnation proceeding for a total or partial taking substantially the same condition as existed before the Taking (to the extent reasonably possible, given such Taking) using materials of the Premisessame or better grade than that of the materials being replaced, including compensation for diminution in any improvements or alterations required to be made by Law (hereinafter collectively referred to as the value of Tenant’s interest in the Premises, shall belong to and be the property of the Landlord“Repairs”, and (iii) Tenant hereby assigns to Landlord shall, obtain all of Tenant’s right, title and interest in and to any and all permits required for such compensationRepairs; provided, however, that (x) all sums apportioned as compensation for the loss of or damages to the Leased Premises (hereinafter referred to as the “Premises Award”) shall, notwithstanding any prior or subsequent mortgage, be awarded, paid or made available to Tenant mayrather than to Landlord or to any Landlord mortgagee (and Landlord and its mortgagee(s) shall assign all such awards to Tenant), at its sole cost and expense(y) all sums apportioned as compensation for loss or detriment to the business of Tenant upon the Leased Premises and for loss of anticipated profits of such business, make a separate claim against the Condemning Authority for: (a) the taking or damaging of Tenant’s personal property; (b) and as compensation for loss of or damage to Tenant’s business; leasehold estate including expenses of vacating the premises and for the value of the unexpired term of this Lease (hereinafter referred to as the “Leasehold Award”), shall be awarded to Tenant. In the event the entire Premises Award is not received by or made available to Tenant for repair of the Premises (cwhether as the result of the failure or refusal of Landlord or its mortgagee(s) to assign or pay all or any portion of the Premises Award received by them, or any of them, to Tenant, or otherwise), then Tenant shall have the option to either terminate this Lease or to complete the Repairs and seek reimbursement of such expense from Landlord. To the extent the Premises Award paid to Tenant exceeds the total cost of moving the Repairs, Tenant shall have no claim to or relocating Tenant’s property from interest in such excess Premises Award which shall be paid to Landlord (or to its mortgagee, as directed by Landlord) upon completion of the Premises. Notwithstanding anything herein Repairs. 11.02 The rights and obligations of Landlord and Tenant with respect to such apportionment shall be as provided by this Article, any mortgage, statute, principle of law or rule or equity to the contrarycontrary notwithstanding, any and each of the parties agrees to cooperate with the other and to do everything necessary to effect the apportionment herein provided. If Landlord and Tenant cannot agree on a just and equitable apportionment of the final condemnation award Award or abatement or reduction of rent, and make other adjustments in a fair and equitable manner within 30 days after the Award becomes final, the disputed matter shall be submitted to Tenant will be available only the District Court of Mobile County, Alabama. It is the general intent of this Article that, upon condemnation, the parties shall allocate their Award to the extent that their respective interests are depreciated, damaged or destroyed by the exercise of the power of condemnation or of eminent domain. 11.03 Should all of the Leased Premises be taken under the power of eminent domain or a conveyance in lieu thereof, or if a substantial portion thereof is taken so that the Building or parking areas comprising the Leased Premises are reasonably determined to be unavailable or unsuitable for Tenant’s continued use, consistent with Tenant’s use of the Leased Premises as of the date of the Taking, then the term of this Lease shall terminate as of the date that title shall vest in the acquiring authority and the rent and other charges shall be adjusted as of the date of such award is payable separately taking and the Awards shall be apportioned pursuant to Tenant and does not diminish the award available to Landlord or any Mortgageeprovisions of this Article.

Eminent Domain. a. In case all of the event the entire Premises is Premises, or such part thereof as shall substantially interfere with Tenaxx'x xse and occupancy thereof, shall be taken by any entity (the “Condemning Authority”) for any public or quasi-public use purpose by the any lawful power or authority by exercise of the right of appropriation, condemnation or eminent domain domain, or by private purchase in lieu thereof (a “Condemnation”)sold to prevent such taking, then either party shall have the right to terminate this Lease shall terminate automatically effective as of the date that possession is required to be surrendered to said authority. Tenant shall not assert any claim against Landlord or the Condemning Authority takes possession taking authority for any compensation of such taking, and Landlord shall be entitled to receive the Premisesentire amount of an award without deduction for any estate or interest of Tenant. In the event the amount of property or the type of estate taken shall not substantially interfere with the conduct of Tenant's business, Landlord shall be entitled to the entire amount of the award without deduction for any estate or interest of Tenant, Landlord shall restore the Premises to substantially their same condition prior to such partial taking, and a Condemnation proportionate allowance shall be made to Tenant for the rent corresponding to the time during which affects a and to the part of the ProjectPremises of which, without regard to whether the Premises are part Tenant shall be so deprived on account of such Condemnation, taking and restoration. Nothing contained in this paragraph shall be deemed to give Landlord may terminate this Lease by giving notice any interest in any award made to Tenant for the taking of personal property and fixtures belonging to Tenant. All compensation awarded , or for moving expenses or for the unamortized portion of tenant improvements paid in any Condemnation proceeding for a total or partial by Tenaxx. x. In the event of taking of the PremisesPremises or any part thereof for temporary use, including compensation (1) this Lease shall be and remain unaffected thereby and rent shall not abatx, xxd (2) Tenant shall be entitled to receive for diminution in itself such portion or portions of any award made for such use with respect to the value of Tenant’s interest in the Premises, shall belong to and be the property period of the Landlordtaking which is within the term, and provided that if such taking shall remain in force at the expiration or earlier termination of this Lease, Tenant hereby assigns shall then pay to Landlord all of Tenant’s right, title and interest in and a sum equal to any and all such compensation; provided, however, that Tenant may, at its sole cost and expense, make a separate claim against the Condemning Authority for: (a) the taking or damaging of Tenant’s personal property; (b) loss of or damage to Tenant’s business; or (c) reasonable cost of moving performing Tenant's obligations. For purpose of this Subparagraph 24b, a temporary taking shall be defined as a taking for a period of 270 days or relocating Tenant’s property from the Premises. Notwithstanding anything herein to the contrary, any condemnation award to Tenant will be available only to the extent such award is payable separately to Tenant and does not diminish the award available to Landlord or any Mortgageeless.

Eminent Domain. In If there shall be taken during the event Term of this Lease any part of the entire Demised Premises or Building other than a part not interfering with maintenance, operation or use of the 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 Landlord shall repair any damage to the Demised Premises or Building resulting from such taking. If any part of the Demised Premises is taken by any entity (condemnation or Eminent Domain which renders the “Condemning Authority”) Premises unsuitable for any public or quasi-public use by its intended use, this Lease shall continue in effect and the exercise rental shall be reduced in proportion to the area of the right Demised Premises so taken and Landlord shall repair any damages to the Demised Premises resulting from such taking. If all of eminent domain the Demised Premises is taken by condemnation or by private purchase in lieu thereof (a “Condemnation”), then Eminent Domain this Lease shall terminate automatically as on the day of the date that the Condemning Authority takes possession of the Premises. In the event of a Condemnation which affects a part of the Project, without regard to whether the Premises are part of such Condemnation, Landlord may terminate this Lease by giving notice to Tenanttaking. All compensation sums awarded (or paid in any Condemnation proceeding agreed upon between landlord and the condemning authority) for a total or partial the taking of the Premisesinterest of Landlord and/or Tenant, including compensation whether as damages or as compensation, and whether for diminution in the value of Tenant’s interest in the Premisespartial or total condemnation, shall belong to and will be the property of Landlord. If the Lease shall be terminated under any provisions of this paragraph, rentals shall be payable up to the date of that possession is taken by the authority, and Landlord will refund to Tenant any prepaid unaccrued rent less any sum or amount then owing by Tenant to Landlord. Tenant shall have the right, with the assistance of the Landlord, and Tenant hereby assigns to Landlord all of Tenant’s right, title and interest in and to any and all such compensation; provided, however, that Tenant may, at its sole cost and expense, make pursue a separate claim against the Condemning Authority for: (acondemning authority(ies) the taking or damaging of Tenant’s personal property; (b) for its loss of or damage to business and any other compensable claim and any award shall be the sole property of the Tenant’s business; or (c) cost of moving or relocating Tenant’s property from the Premises. Notwithstanding anything herein to the contrary, any condemnation award to Tenant will be available only to the extent such award is payable separately to Tenant and does not diminish the award available to Landlord or any Mortgagee.

Eminent Domain. In the event If the entire Premises is shall be taken by any entity public authority under the power of eminent domain, then the term of this Lease (the “Condemning Authority”) for and any public option period or quasi-public use by the exercise of the right of eminent domain or by private purchase in lieu thereof (a “Condemnation”), then this Lease first refusal exercised hereunder) shall terminate automatically cease as of the date that the Condemning Authority takes possession of the Premisespossession shall be taken by such public authority and the rent shall be paid up to that day with a proportionate refund by Lessor of any prepaid rent. In If a portion of the Premises shall be taken by any public authority under the power of eminent domain, Lessor may elect to: ( i ) terminate this Lease, or ( ) repair and restore, at Lessor's expense, the portion of the Premises not affected by such taking, in which latter event the term of a Condemnation which affects this Lease (and of any option period or right of first refusal exercised or to be exercised hereunder) shall cease with respect to the portion of the premises taken and the base rent and additional rent shall be reduced in proportion to the area taken, effective as of the date possession shall be taken by such public authority. All damages awarded for any taking under the power of eminent domain, whether for the whole or a part of the Project, without regard to whether the Premises are part of such Condemnation, Landlord may terminate this Lease by giving notice to Tenant. All compensation awarded or paid in any Condemnation proceeding for a total or partial taking of the Premises, including compensation for diminution in the value of Tenant’s interest in the Premises, premises shall belong to and be the property of the Landlordlessor, and Tenant hereby assigns whether such damages shall be awarded as compensation for diminution in value to Landlord all the leasehold or to the fee of Tenant’s rightthe Premises, title and interest in and to any and all such compensationthe Building, the Common Areas or the Property; provided, however, that Tenant may, at its sole cost and expense, make a separate claim against the Condemning Authority for: (a) the taking or damaging of Tenant’s personal property; (b) any award made for loss of Lessee's business, or depreciation to, damage to Tenant’s business; to, or (c) cost costs of moving removal of, or relocating Tenant’s for the value of stock, trade fixtures, furniture and other personal property from the Premises. Notwithstanding anything herein belonging to the contraryLessee, shall inure to the benefit of Lessee, provided that any such award shall be in addition to, and shall not reduce, any condemnation award to Tenant will be available only to the extent that Lessor may claim in connection with such award is payable separately to Tenant and does not diminish the award available to Landlord or any Mortgageetaking.

Eminent Domain. In If the event Building, the entire Premises is or a material part of either shall be taken by any authorized entity (the “Condemning Authority”) for any public or quasi-public use by the exercise of the right of eminent domain or by private negotiated purchase under threat thereof, so that the Premises shall become totally untenantable, this lease shall terminate as of the earlier of the date when title or possession thereof is acquired or taken by the condemning authority and all rights of Tenant in lieu thereof (a “Condemnation”), then this Lease shall immediately cease and terminate automatically as of the date that the Condemning Authority takes possession of the Premises. In the event of a Condemnation which affects If a part of the Project, without regard to whether Building or a portion of the Premises are part of shall be taken such Condemnation, Landlord may terminate this Lease by giving notice to Tenantthat the Premises becomes only partially untenantable. Base Rent shall be proportionately abated. All compensation awarded for any taking (or paid in any Condemnation proceeding the proceeds of negotiated sale under threat thereof) whether for the whole or a total part of the Building or partial taking of the Premises, including shall be the property of Landlord, whether such proceeds or award is compensation for diminution in the value of loss or damage to Landlord’s or Tenant’s interest property or their respective interests in the Premises, shall belong to and be the property of the Landlord, and Tenant hereby assigns all of its interest in any such award to Landlord. However, nothing contained herein shall be deemed to give Landlord any interest in or require Tenant to assign to Landlord all of Tenant’s right, title and interest in and any separate award expressly made to any and all such compensation; provided, however, that Tenant may, at its sole cost and expense, make a separate claim against the Condemning Authority tenant for: (a. 1.) the taking or damaging of personal property and fixtures belonging to Tenant’s personal property; (b2.) loss the interruption of or damage to Tenant’s businessbusiness or profession; or (c3.) the cost relocation expenses incurred by Tenant; and 4.) Tenant’s unamortized cost of moving or relocating Tenant’s property from leasehold improvements; provided that the Premises. Notwithstanding anything herein to the contrary, making of any condemnation such award to Tenant will be available only shall not reduce or diminish Landlord’s award relating to the extent such award is payable separately 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 does not diminish the award available date of taking under this clause shall then be deemed the date agreed to Landlord under the terms of said agreement or any Mortgageestipulation.

Eminent Domain. In the event If the entire Premises is shall be appropriated or taken by any entity virtue of (the “Condemning Authority”or sold under threat of) for eminent domain by any public or quasi-public use by the exercise of the right of eminent domain or by private purchase in lieu thereof (a “Condemnation”)purpose, then this Lease shall terminate automatically as of the date of such taking, and Tenant shall thereupon be released from any further liability hereunder, and Tenant shall be entitled to apply for and, to the extent rewarded, receive that portion of any condemnation award covering the Condemning Authority takes possession value of the Premises. In Improvements and any alterations made to the event Premises by Tenant, if any have been performed, and relocation expenses for the moving of a Condemnation which affects a part Tenant's furnishings, movable expenses for the moving of the ProjectImprovements, without regard to whether Tenant's furnishings, movable fixtures and other personal property. If a portion of the Premises are part of or any access thereto is condemned or taken by eminent domain proceedings so as to render the Premises substantially unusable as an electric motor repair facility, then in such Condemnation, Landlord may event Tenant shall have the right to terminate this Lease as of the date of such taking upon giving Landlord notice in writing within thirty (30) days after the receipt of written notice of such appropriation or taking by giving Tenant from Landlord. Landlord agrees to give written notice to Tenant immediately upon receiving notice of appropriation or taking hereunder. Upon any such cancellation, Tenant shall thereupon be released from any further liability under this Lease, and share in the condemnation award as indicated above. If this Lease is terminated in either manner hereinabove provided, the monthly rental for the last month of Tenant's occupancy shall be prorated. All compensation awarded or paid in any Condemnation proceeding for a total or partial taking The entire damage award of the Premises, including compensation for diminution in the value of Tenant’s interest in the Premises, condemnation proceedings shall belong to and be the property of the Landlord, allocated between Landlord and Tenant hereby assigns to Landlord all of Tenant’s right, title and interest in and to any and all such compensation; provided, however, that Tenant may, at its sole cost and expense, make a separate claim against the Condemning Authority for: (a) the taking or damaging of Tenant’s personal property; (b) loss of or damage to Tenant’s business; or (c) cost of moving or relocating Tenant’s property from the Premises. Notwithstanding anything herein to the contrary, any condemnation award to Tenant will as their interests may be available only to the extent such award is payable separately to Tenant and does not diminish the award available to Landlord or any Mortgageedetermined.

Eminent Domain. In the event the entire Premises is taken by If any entity (the “Condemning Authority”) for any public or quasi-public use by the exercise part of the right Premises shall be taken or appropriated under the power of eminent domain or by private purchase in lieu thereof (a “Condemnation”)such that the balance of the Premises is rendered unsuitable for its intended use, then either party shall have the right to terminate this Lease shall terminate automatically as of the date that the Condemning Authority takes possession of the Premisesat its option. In the event of a Condemnation which affects a If any part of the Project, without regard to whether the Premises are part Building shall be taken or appropriated under power of such Condemnationeminent domain, Landlord may terminate this Lease by giving at its option upon at least thirty (30) days notice to Tenant. All compensation awarded 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 any Condemnation proceeding for a total or partial taking connection with the exercise of the Premises, including compensation for diminution in the value such power of Tenant’s interest in the Premises, shall belong to and be the property of the Landlord, and Tenant hereby assigns to Landlord all of Tenant’s right, title and interest in and to any and all such compensation; eminent domain provided, however, that Tenant maymay receive the portion of the sum paid by virtue of such proceedings to Tenant in its own right for relocation expenses and damage to Tenant's personal property. If a part of the Premises shall be so taken or appropriated and such taking or appropriation does not render the balances of the Premises unsuitable for its intended use or neither party hereto elects to terminate this Lease, and if the Premises have been damaged as a consequence of such partial taking or appropriation, Landlord shall restore the Premises continuing under this Lease at its sole Landlord's cost and expense. Thereafter, make a separate claim against the Condemning Authority for: (a) Base Rental to be paid under this Lease for the remainder of the term shall be proportionately reduced, such reduction to be based upon the extent to which the partial taking or damaging of Tenant’s personal property; (b) loss of or damage to Tenant’s business; or (c) cost of moving or relocating Tenant’s property from appropriation shall interfere with the business carried on by Tenant in the Premises. Notwithstanding anything herein to the contrarycontrary contained in this Paragraph 16, in the case of any condemnation temporary taking of any part of the Premises during the Term, this Lease shall be and remain unaffected by such temporary taking and Tenant shall continue to pay in full the Base Rental payable hereunder, and Tenant shall be entitled to receive that portion of any award which represents compensation for the use of or occupancy of the Premises during the Term, and Landlord shall be entitled to Tenant will be available only to receive that portion of any award which represents the extent such award is payable separately to Tenant cost of restoration of the Premises and does not diminish the award available to Landlord or any Mortgageeuse and occupancy of the Premises after the end of the Term.

Eminent Domain. In Any award or payment of damages or compensation in connection with any private trespass or injury to the event the entire Premises is taken by any entity (the “Condemning Authority”) for any public or quasi-public use by the 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 of such award, compensation or damages received by private purchase it (net of the 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 thereof) and references to damage and casualty loss instead referred to the taking by condemnation or power of eminent domain (a “Condemnation”or conveyance in lieu thereof), then this Lease shall terminate automatically as of the date that the Condemning Authority takes possession of the Premises. In the event of a Condemnation which affects a part of the Project, without regard to whether the Premises are part of such Condemnation, Landlord may terminate this Lease by giving notice to Tenant. All compensation awarded or paid in any Condemnation proceeding for a total or partial taking of the Premises, including compensation for diminution in the value of Tenant’s interest in the Premises, shall belong to and be the property of the Landlord, and Tenant hereby assigns to Landlord all of Tenant’s right, title and interest in and to any and all such compensation; provided, however, that Tenant may, at its sole cost and expense, make a separate claim against the Condemning Authority forprovided that: (a) any award or compensation attributable to land or to improvements that will not be reconstructed shall be applied to the taking or damaging Deed of Tenant’s personal propertyTrust Obligations; and (b) loss if any condemnation or taking renders the remaining portions of the Real Property unsuitable, in the judgment of an independent architect acceptable to Beneficiary and engaged by Trustor, for further development in accordance with the Plans submitted to and approved by Beneficiary as described in Section 3(h) above, the entire award or damage compensation shall be applied to Tenant’s business; the Deed of Trust Obligations. Beneficiary shall be entitled to join and participate in any eminent domain or (c) cost condemnation proceedings, including the negotiation and adjudication of moving any damages, award or relocating Tenant’s property from settlement, and no stipulation or agreement shall be entered into by Trustor without the Premisesprior 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 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 anything herein 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 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 Deed of Trust. Any condemnation proceeds not used for repair or restoration of the Real Property shall be applied to the contrary, any condemnation award to Tenant will be available only to last maturing installment of principal due and owing under the extent such award is payable separately to Tenant and does not diminish the award available to Landlord or any MortgageeNotes.

Eminent Domain. In Tenant agrees that if the event the entire Premises is taken by said Demised Premises, or any entity (the “Condemning Authority”) part thereof, shall be taken, condemned or acquired for any public or quasi-public use or purpose by any competent authority, whether by condemnation proceedings, lease or purchase, Tenant shall have no claim against Landlord and shall not have any claim or right to any portion of the amount that may be awarded as damages or paid as a result of any such condemnation, lease or purchase; it being agreed that the full amount of such award, or other proceeds, if any, made or paid by the exercise taking authority shall be paid to and retained by Landlord free of any claim by Tenant to any portion thereof; and all right of Tenant to damages therefor, if any, are hereby assigned by Tenant to Landlord. Should all or a substantial part of the right Demised Premises be so taken or acquired, the term of eminent domain this Lease shall cease and terminate from the date of the taking, and Tenant shall have no claim against Landlord for the value of any unexpired term of this Lease or for any other matters. All Rent and other sums payable by private purchase in lieu thereof (a “Condemnation”)Tenant hereunder shall be adjusted and paid by Tenant to the date on which Tenant is required, by said taking authority, to surrender possession of said Demised Premises. However, if the portion of the Demised Premises so taken or acquired does not render the Demised Premises unusable for the purposes herein permitted, then this Lease shall terminate automatically as not terminate, but shall continue in effect with the Rent reduced in proportion to the area of the date that Demised Premises so taken or acquired. Notwithstanding the Condemning Authority takes possession foregoing provisions of this Section 17, Tenant shall have the right at its own expense, and in a separate action from Landlord’s condemnation proceedings, to pursue against the condemning authority claims for Tenant’s leasehold improvements which exceed the value of the Premises. In the event of a Condemnation which affects a part Tenant Improvement Allowance, relocation expenses and other losses (excluding loss of the Project, without regard to whether the Premises are part of leasehold) necessitated by such Condemnation, Landlord may terminate this Lease by giving notice to Tenant. All compensation awarded or paid in any Condemnation proceeding for a total or partial taking of the Demised Premises, including compensation provided that no such claim of or award to Tenant shall reduce, delay, interfere with or otherwise in any manner adversely affect any claims of or award to Landlord for diminution in the value taking of TenantLandlord’s interest in the Demised Premises, shall belong to and be this Lease, the property of Building, the Landlord, and Tenant hereby assigns to Landlord all of Tenant’s right, title and interest in and to any and all such compensation; provided, however, that Tenant may, at its sole cost and expense, make a separate claim against the Condemning Authority for: (a) the taking or damaging of Tenant’s personal property; (b) loss of or damage to Tenant’s business; or (c) cost of moving or relocating Tenant’s property from the Premises. Notwithstanding anything herein to the contrary, any condemnation award to Tenant will be available only to the extent such award is payable separately to Tenant and does not diminish the award available to Landlord Land appurtenant thereto or any Mortgageeother claims to which Landlord is entitled.

Eminent Domain. In Tenant agrees that if the event Leased Premises, or any part thereof (including the entire Premises is exclusive parking spaces or access to the parking area), shall be taken by any entity (the “Condemning Authority”) or condemned for any public or quasi-public use or purpose by any competent authority, Tenant shall have no claim against Landlord and shall not have any claim or right to any portion of the amount that may be awarded as damages or paid as a result of any such condemnation, whether such amount be awarded for diminution in value to the leasehold or to the fee. It is agreed that the full amount of such award, if any, made by the exercise taking authorities shall be paid to and retained by Landlord, free of any claim by Tenant to any portion thereof, and all rights of Tenant to damages therefor, if any, are hereby assigned by Tenant to Landlord. In the event that all or substantially all of the right Leased Premises shall be taken or condemned by any governmental authority, then the term of eminent domain this Lease shall cease and terminate from the date on which the Tenant is required, by such taking authority, to surrender possession of said Leased Premises and the Tenant shall not have nor make any claim against Landlord for the value of any unexpired term of this Lease. In the event that a portion of the Leased Premises shall be taken or condemned by private purchase in lieu thereof (a “Condemnation”)any governmental authority, then this Lease shall terminate automatically continue in full force and effect, and rent shall abate in an amount which bears the same ratio to the annual basx xxxt as the value of the floor space taken bears to the value of the total floor space of the Leased Premises. All rentals and other sums payable by Tenant hereunder shall be adjusted to the date that on which Tenant is required, by the Condemning Authority takes taking authority, to surrender possession of the Premises. In the event of a Condemnation which affects a part Leased Premises or portion of the Project, without regard to whether the Leased Premises are part of such Condemnation, Landlord may terminate this Lease by giving notice to Tenant. All compensation awarded or paid in any Condemnation proceeding for a total or partial taking of the Premises, including compensation for diminution in the value of Tenant’s interest in the Premises, shall belong to and be the property of the Landlord, and Tenant hereby assigns to Landlord all of Tenant’s right, title and interest in and to any and all such compensation; provided, however, that Tenant may, at its sole cost and expense, make a separate claim against the Condemning Authority for: (a) the taking or damaging of Tenant’s personal property; (b) loss of or damage to Tenant’s business; or (c) cost of moving or relocating Tenant’s property from the Premises. Notwithstanding anything herein to the contrary, any condemnation award to Tenant will be available only to the extent such award is payable separately to Tenant and does not diminish the award available to Landlord or any Mortgageeso taken.

Eminent Domain. In If access to the event Premises or the entire Premises is (or such part thereof as shall substantially interfere with Tenant's use and occupancy of the remainder of the Premises, as determined by Landlord in its discretion), shall be taken by any entity (the “Condemning Authority”) for any public lawful power or quasi-public use authority by the exercise of the right of eminent domain domain, or by private purchase transferred in lieu thereof (under a “Condemnation”)threat of condemnation, then this Lease shall terminate automatically effective as of the date that possession is required to be surrendered to the Condemning Authority takes possession condemning authority. If this Lease does not terminate as provided above, and if the condemnation proceeds are available to Landlord for repair and restoration of the Premises. In Premises and sufficient for such purposes, Landlord shall promptly proceed to restore the event of Premises (or access thereto, as applicable) to substantially the condition prior to such partial taking, and a Condemnation which affects a proportionate allowance shall be made to Tenant for rent corresponding to the time during which, and to the part of the ProjectPremises of which, without regard to whether the Premises are part Tenant shall be so deprived on account of such Condemnationtaking and restoration. Landlord reserves the entire damage award or payment for any taking by eminent domain or a transfer in lieu thereof, and Tenant waives all claims whatsoever against Landlord may terminate this Lease by giving notice to Tenant. All compensation awarded or paid in any Condemnation proceeding for a total or partial taking damages for termination of the Premises, including compensation for diminution in the value of Tenant’s its leasehold interest in the Premises, shall belong to and be the property of the Landlord, and Tenant hereby assigns to Landlord all of or for interference with its business. Tenant’s right, title and interest in and to any and all such compensation; provided, however, that Tenant may, at its sole cost and expense, make a separate shall have the right to separately claim against the Condemning Authority for: (a) the taking or damaging of Tenant’s personal property; (b) loss of or damage to Tenant’s business; or (c) cost of moving or relocating Tenant’s property from the Premises. Notwithstanding anything herein to the contrarycondemning authority all compensation that may be recoverable by Tenant on account of any loss incurred by Tenant in removing Tenant's furniture, trade fixtures and equipment, unamortized leasehold improvements paid for by Tenant, and any condemnation award damages to Tenant will for relocation or business interruption expenses, provided, Tenant shall be available entitled to any such damages only to the extent such award is payable if they are awarded separately to Tenant from and does not diminish the award available to Landlord or any Mortgageeas part of Landlord's damages.

Eminent Domain. In the event the entire Premises is taken by a. If any entity (the “Condemning Authority”) for any public or quasi-public use by the exercise part of the right of eminent domain Building and Property is condemned or taken (Taking) by private purchase in lieu thereof a any authority having the power to exercise such rights (a “Condemnation”Taking Authority), then or if Landlord shall convey or lease any part of the Building and Property to a Taking Authority in settlement of a threat of a Taking, this Lease shall terminate automatically as of the date that possession is taken upon: (i) a total Taking; or (ii) a partial Taking if in the Condemning Authority takes possession Tenant’s sole but commercially reasonable opinion the remainder of the Premises. Building and Property are not commercially reasonably suitable for the normal operation of Tenant’s business. b. In the event of a Condemnation partial Taking which affects a part does not terminate this Lease, the Landlord shall make the repairs and alterations necessary to restore the structural portion of the Project, without regard to whether the Premises are part of such Condemnation, Landlord may terminate this Lease by giving notice to Tenant. All compensation awarded or paid in any Condemnation proceeding for a total or partial taking remainder of the PremisesBuilding and Property to its prior condition and/or to return the Common Area to a condition suitable for Tenant’s use. From the date of the partial Taking, including compensation the Rent, Additional Rent and any Prorata Share owed by the Tenant shall be abated in proportion to the area of the Building and Property taken. c. Tenant shall be entitled to any portion of the award paid by the Taking Authority for diminution in Tenant’s moving costs and the value of the unexpired portion of the then current term and any remaining renewal terms, and for the value of any leasehold alterations or improvements that have been made by Tenant. Notwithstanding the foregoing, if necessary, Tenant join in and upon Tenant’s interest in the Premisesrequest, Landlord shall belong to and be the property of the Landlord, and Tenant hereby assigns to Landlord all of pursue on Tenant’s right, title behalf and interest in and to any and all such compensation; provided, however, that Tenant may, at its sole cost and expense, make expense a separate claim against the Condemning Authority for: (a) the taking or damaging of Tenant’s personal property; (b) loss of or damage to Tenant’s business; or (c) cost of moving or relocating Tenant’s property for reimbursement from the Premises. Notwithstanding anything herein to the contraryTaking Authority for moving expenses, any condemnation award to goodwill, and for removal of trade fixtures or other personal property owned by Tenant will be available only to the extent such award or other damages suffered if its claim is payable separately to Tenant and does not diminish the award available to Landlord or any Mortgageepermitted by law.

Eminent Domain. In If any part of the event Premises or a Material Portion of the entire access to the Premises is or parking should be taken by any entity (the “Condemning Authority”) for any public or quasi-public use under governmental law, ordinance, or regulation, or by the exercise of the right of eminent domain domain, or by private purchase in lieu thereof (a “CondemnationTaking” or “Taken”), and the Taking would materially interfere with Tenant’s use of the Premises, as reasonably determined by Tenant, then this Lease shall terminate automatically and rent shall be apportioned as of the date that the Condemning Authority takes possession said date. A “Material Portion” of the Premisesaccess to the Premises shall mean any vehicular entrance or exit to the Premises (unless alternate access, reasonably acceptable to Tenant, is provided by Landlord) or a loss of parking within the Premises that results in the Premises no longer meeting the Parking Ratio. If part of the Premises or a Material Portion of the access or parking shall be Taken, and this Lease is not terminated as provided above, the Base Rent payable hereunder during the unexpired Lease Term shall be reduced to such extent as may be fair and reasonable under the circumstances. In the event of a Condemnation which affects a part any such Taking, Landlord shall be entitled to receive the entire award from any such Taking of the Project, without regard Premises or parking. Tenant shall be entitled to whether receive the Premises are part of entire award from any such Condemnation, Landlord may terminate this Lease by giving notice to Tenant. All compensation awarded or paid in any Condemnation proceeding for a total or partial taking Taking of the Building and Premises, including compensation for diminution in . Tenant shall have the value of Tenant’s interest in the Premises, shall belong right to and be the property of the Landlord, and Tenant hereby assigns to Landlord all of Tenant’s right, title and interest in and to any and all such compensation; provided, however, that Tenant may, at its sole cost and expense, make a separate claim against the Condemning Authority for: (a) condemning authority for compensation that may be separately awarded or recoverable by Tenant for the taking or damaging of Tenant’s personal property; (b) loss of Building, the Premises, moving expenses, or damage to Tenant’s business; or (c) cost of moving or relocating Tenant’s property from the Premises. Notwithstanding anything herein to the contrarytrade fixtures, any condemnation award to Tenant will be available only to the extent such award is payable separately to Tenant alterations, leasehold improvements, and does not diminish the award available to Landlord or any Mortgageepersonal property.

Eminent Domain. In If more than twenty percent (20%) of the event floor area of the entire Premises is taken by any entity (the “Condemning Authority”) for any public or quasi-public use under any governmental law, ordinance or regulation or by the exercise of the right of eminent domain or by private purchase in lieu thereof (a “Condemnation”)thereof, then either party hereto shall have the right to terminate this lease effective on the date physical possession is taken by the condemning authority or private purchaser. If less than twenty percent (20%) of the floor area of the Premises is taken for any public or quasi-public use in said manner, this Lease shall not terminate. However, in the event any portion of the Premises is taken and the Lease not terminated, the rental specified herein shall be reduced during the unexpired term of this Lease in proportion to the area of the area of the Premises so taken and the reduction shall be effective on the date physical possession is taken by the condemning authority or private purchaser. Any election to terminate automatically this Lease following condemnation shall be evidenced only by written notice of termination delivered to the other party not later than fifteen (15) days after the date on which physical possession is taken by the condemning authority or private purchaser and shall be deemed effective as of the date that of said taking. If, however, the Condemning Authority takes possession Lease is not terminated following a partial condemnation, Landlord shall promptly make all necessary repairs or alterations to the Building(s) and Premises which are required to make the Building(s) usable by Tenant subsequent to such taking. All compensation awarded for any taking (or the proceeds of private sale in lieu thereof), whether for the Premises. In the event of a Condemnation which affects whole or a part of the Project, without regard to whether the Premises are part of such Condemnation, Landlord may terminate this Lease by giving notice to Tenant. All compensation awarded or paid in any Condemnation proceeding for a total or partial taking of the Premises, including compensation for diminution in the value of Tenant’s interest in the Premises, shall belong to and be the property of the Landlord, and Tenant hereby assigns to Landlord all of Tenant’s right, title and interest in and to any and all such compensation; provided, however, that Tenant may, at its sole cost and expense, make a separate claim against the Condemning Authority for: (a) the taking or damaging of Tenant’s personal property; (b) loss of or damage to Tenant’s business; or (c) cost of moving or relocating Tenant’s property from the Premises. Notwithstanding anything herein to the contrary, any condemnation award to Tenant will be available only to the extent whether such award is payable separately compensation for damages to Landlord's or Tenant's interest, provided Landlord shall have no interest in any award made to Tenant for loss of business or for the taking of Tenant's fixtures and does not diminish other property within the Premises if a separate award available for such items is made to Landlord or any MortgageeTenant.

Eminent Domain. In If a part of the event the entire Premises Project is taken by eminent domain or deed in lieu thereof which is so substantial that the Premises cannot reasonably be used by Tenant for the operation of its business, then either party may terminate this Lease effective as of the date of the taking. Landlord and Tenant agree that if Tenant is leasing and occupying the entire Building prior to any entity such taking, then a loss of ten percent (10%) or more of Tenant's parking spaces in connection with such taking shall be deemed to be a "substantial" taking which gives Tenant the “Condemning Authority”right to terminate this Lease pursuant to the provisions of the preceding sentence; provided, however, Tenant shall not have the right to terminate this Lease in such event if Landlord shall provide replacement parking spaces to Tenant in the portion of the parking facilities in the Development which are closest in proximity to the Building. If any substantial portion of the Project is taken without affecting the Premises, then Landlord may terminate this Lease as of the date of such taking. Rent shall be reduced from the date of the taking to such extent, if any, as may be fair and reasonable under all of the circumstances. The entire award for a taking of any kind shall be paid to Landlord, and Tenant shall have no right to share in the award; provided, however, nothing herein shall be construed to preclude Tenant from prosecuting any claim directly against the condemning authority for (1) loss of business, (2) damage to, and cost of removal of, trade fixtures, furniture and other personal property belonging to Tenant, (3) the unamortized cost of leasehold improvements to the extent same were installed at Tenant's expense and to the extent such costs were not reimbursed or contributed to by Landlord, and (4) the cost of moving, provided that no such claim shall diminish or adversely affect Landlord's award. All obligations accrued to the date of the taking shall be performed by the party liable to perform said obligations, as set forth herein. Notwithstanding anything to the contrary contained in this Section 10, if, during the Term, the use or occupancy of any part of the Project or the Premises shall be taken or appropriated temporarily for any public or quasi-public use under any governmental law, ordinance or regulation, or by the exercise of the right of eminent domain or by private purchase in lieu thereof (a “Condemnation”)domain, then this Lease shall terminate automatically as of be and remain unaffected by such taking or appropriation and Tenant shall continue to pay in full all Rent payable hereunder by Tenant during the date that the Condemning Authority takes possession of the PremisesTerm. In the event of a Condemnation any such temporary appropriation or taking, Tenant shall be entitled to receive that portion of any award which affects a part represents compensation for the loss of use or occupancy of the Premises during the Term, and Landlord shall be entitled to receive that portion of any award which represents the cost of restoration and compensation for the loss of use or occupancy of the Premises after the end of the Term. In the event of any such condemnation or taking and this Lease is not terminated pursuant to the provisions of this Section 10, Landlord shall promptly repair the Premises or the Project, as the case may be, to Building standard condition (with Landlord's Contribution as provided in Appendix C, without regard to whether any supplement thereto) so that the Premises are part of such Condemnation, Landlord may terminate this Lease by giving notice to Tenant. All compensation awarded or paid in any Condemnation proceeding for a total or partial taking remaining portion of the Premises, including compensation for diminution in or the value of Tenant’s interest in Project, as the Premisescase may be, shall belong to constitute an architectural unit, fit for Tenant's occupancy and be the property of the Landlord, and Tenant hereby assigns to Landlord all of Tenant’s right, title and interest in and to any and all such compensationbusiness; provided, however, that Tenant may, at its sole cost and expense, make a separate claim against the Condemning Authority for: (a) the taking or damaging of Tenant’s personal property; (b) loss of or damage Landlord's obligation to Tenant’s business; or (c) cost of moving or relocating Tenant’s property from the Premises. Notwithstanding anything herein to the contrary, any condemnation award to Tenant will repair hereunder shall be available only limited to the extent such award is payable separately to Tenant and does not diminish of the award net proceeds made available to Landlord for such repair from any such condemnation or any Mortgageetaking.

Eminent Domain. In a. If the event the entire total Demised Premises is are taken by or purchased by, through or in lieu of condemnation proceedings or any entity (the “Condemning Authority”) for any public or quasi-public use by the exercise of the right of eminent domain domain, with or by private purchase without the entry of an order in lieu thereof (a “Condemnation”)judiciary proceeding, then this Lease shall terminate automatically as of the date that of taking without further liability by the Condemning Authority takes possession parties hereto. b. The date of any taking shall be the date specified in the official notice of the Premisescondemning authority, or in the absence of such notice, the vesting of title in said authority. Subject to the provisions as hereinafter provided in this paragraph, all rent or other charges paid or payable by Tenant to Landlord shall be adjusted as of the date of said taking. Upon any termination or cancellation of this Lease, as provided in this section, all rent or other charges paid in advance for any period after the effective date hereof shall be refunded to Tenant and all liability of Tenant under this Lease shall terminate. c. Landlord reserves to itself all rights to damages or compensation accruing on account of any such taking of the real property comprising and included in the Demised Premises as aforesaid or by reason of any act or any public or quasi- public authority for WHICH damages are payable. Tenant shall not be entitled to any portion of the award as a result of the loss of its leasehold interest. d. In the event that only a portion of the Demised Premises is taken, this Lease shall remain in full force and effect and the rental payable hereunder shall be equitably adjusted based on square footage of the land or building taken by eminent domain. In the event of a Condemnation which affects a part event, however, the portion of the ProjectDemised Premises to be taken will constitute twenty five (25%) percent or more of the floor area of the Demised Premises or would adversely affect, without regard in a material manner, Tenant's use and enjoyment of the Demised Premises, Tenant shall have the right to whether the Premises are part of such Condemnation, Landlord may terminate this Lease by giving effective on the date of taking provided Tenant gives Landlord written notice to Tenant. All compensation awarded or paid in any Condemnation proceeding for of its election no later than thirty (30) days following the date Landlord gives Tenant written notice that a total or partial taking portion of the Premises, including compensation for diminution in the value of Tenant’s interest in the Premises, shall belong to and be the property of the Landlord, and Tenant hereby assigns to Landlord all of Tenant’s right, title and interest in and to any and all such compensation; provided, however, that Tenant may, at its sole cost and expense, make a separate claim against the Condemning Authority for: (a) the taking or damaging of Tenant’s personal property; (b) loss of or damage to Tenant’s business; or (c) cost of moving or relocating Tenant’s property from the Premises. Notwithstanding anything herein to the contrary, any condemnation award to Tenant will be available only to the extent such award Demised Premises is payable separately to Tenant and does not diminish the award available to Landlord or any Mortgageebeing taken.

Eminent Domain. In Eminent domain is the event right of a government to lawfully condemn and take private property for public use. Fair value must be paid for the entire Premises property. The taking occurs either by court order or by deed to the condemning party. If the whole of the Rental Space or the whole of the Building is taken by any entity (the “Condemning Authority”) for any public eminent domain, or quasi-public use by the exercise of the right of eminent domain or by private purchase should a sale in lieu thereof hereof occur either party may cancel this lease on thirty (a “Condemnation”), then this Lease shall terminate automatically as of 30) days notice to the date that the Condemning Authority takes possession of the Premisesother. In the event of a Condemnation which affects partial taking or sale not resulting in a part termination of this Lease as provided above, Landlord shall, if Landlord’s mortgage holder consents thereto, effectuate all repairs and restoration (but not any changes or additions made by Tenant at its expense) as are necessary to restore the Rental Space for operation of Tenant’s use, to the extent net proceeds of the Projectaward are available. If any public or private authority shall, without regard under the power of eminent domain, make a taking, or should a sale in thereof occur of less than the whole of the Rental Space or the Building then Landlord may, or if Tenant in its sole and exclusive judgment shall consider it impracticable to whether continue its use specified above in the Premises are part portion of such Condemnationthe Rental Space or Building remaining, Landlord may Tenant may, at its election, terminate this Lease by giving the other party written notice to Tenant. All compensation awarded or paid in any Condemnation proceeding for a total or partial taking of the Premisesexercise of its election within twenty (20) days after the nature and extent of the taking or sale have been finally determined. In the event of such termination this Lease shall cease and terminate as of the date of such taking or sale and the rent shall be prorated and adjusted as of the date of termination. If neither party so terminates, including compensation this Lease shall continue in full force and effect. The entire payment for diminution in the taking shall belong to the Landlord. The Tenant shall make no claim for the value of Tenant’s interest in this Lease for the Premises, shall belong to and be the property remaining part of the Landlord, and Tenant hereby assigns to Landlord all of Tenant’s right, title and interest in and to any and all such compensationTerm; provided, however, that nothing contained herein shall preclude Tenant may, at from recovering any allowance for its sole cost and expense, make a separate claim against personal property or for moving expenses which the Condemning Authority for: (a) the taking or damaging of Tenant’s personal property; (b) loss of or damage to Tenant’s business; or (c) cost of moving or relocating Tenant’s property from the Premises. Notwithstanding anything herein to the contrary, any condemnation award to Tenant will be available only to the extent such award is payable separately to Tenant and does not diminish the award available to Landlord or any Mortgageelaw permits.