Common use of Eminent Domain Clause in Contracts

Eminent Domain. 17.1 If all of the Premises are taken by exercise of the power of eminent domain (or conveyed by Landlord in lieu of such exercise) this Lease shall terminate on a date (the "Termination Date") which is the earlier of the date upon which the condemning authority takes possession of the Premises or the date on which title to the Premises is vested in the condemning authority. If more than twenty-five percent (25%) of the Rentable Area of the Premises is so taken, Tenant shall have the right to cancel this Lease by written notice to Landlord given within twenty (20) days after the Termination Date. If less than twenty-five percent (25%) of the Rentable Area of the Premises is so taken, or if the Tenant does not cancel this Lease according to the preceding sentence, the Monthly Rent shall be abated in the proportion of the Rentable Area of the Premises so taken to the Rentable Area of the Premises immediately before such taking, and Tenant's Share shall be appropriately recalculated. If twenty-five percent (25%) or more of the Building or the Project is so taken, Landlord may cancel this Lease by written notice to Tenant given within thirty (30) days after the Termination Date. In the event of any such taking, the entire award shall be paid to Landlord and Tenant shall have no right or claim to any part of such award; however, Tenant shall have the right to assert a claim against the condemning authority in a separate action, so long as Landlord's award is not otherwise reduced, for Tenant's moving expenses and leasehold improvements owned by Tenant.

Eminent Domain. 17.1 12.01 If all of the Premises are condemned or taken by exercise of the power of eminent domain in any manner (or conveyed by Landlord including without limitation any conveyance in lieu thereof) for any public or quasi-public use, the term of such exercise) this Lease shall cease and terminate on a date (the "Termination Date") which is the earlier as of the date upon which the condemning authority takes possession of the Premises or the date on which title to the Premises is vested in the condemning authority. If (i) more than fifty (50%) percent of the floor area of the Premises shall be condemned or taken in any manner, or (ii) more than twenty-five percent (25%) percent of the Rentable Area Building shall be condemned or taken, or (iii) any material condemnation or taking occurs during the last twelve (12) months of the Premises Initial Term or Option Term, as the case may be, or (iv) such a portion of the parking area on the Land is so takencondemned or taken that the number of parking spaces remaining are less than the number required by applicable zoning laws or other building code for the Building, Tenant shall have the right then Landlord may elect to cancel terminate this Lease. In order to terminate this Lease by pursuant to this Paragraph, Landlord must give Tenant written notice of its election to Landlord so terminate, such notice to be given within twenty not later than ninety (2090) days after the Termination Date. completion of such condemnation or taking, and thereupon the term of this Lease shall expire on the date set forth in such notice, and Tenant shall vacate the Premises and surrender the same to Landlord, without prejudice, however, to Landlord's rights and remedies against Tenant under the Lease provisions in effect prior to such termination, and any rent owing shall be paid up to such date and any payments of rent made by Tenant which were on account of any period subsequent to such date shall be returned to Tenant. 12.02 If less than twenty-five percent (25%) this Lease is not terminated following such a condemnation or taking, Landlord, as soon as reasonably practicable after such condemnation or taking and the determination and payment of Landlord's award on account thereof, shall expend as much as may be necessary of the Rentable Area net amount which is awarded to Landlord and released by Landlord's mortgagee, if any, in restoring, to the extent originally constructed by Landlord (consistent, however, with zoning laws and building codes then in existence), so much of the Building as was originally constructed by Landlord to an architectural unit as nearly like its condition prior to such taking as shall be practicable; provided, however, Landlord shall not be obligated to expend for such restoration an amount in excess of condemnation proceeds made available to Landlord, if any. Landlord's obligation hereunder shall be limited to restoring the Building and/or the Premises to substantially the same condition that existed prior to such condemnation or taking. 12.03 If this Lease is not terminated pursuant to Paragraph 12.01, the Base Rent and other sums payable by Tenant hereunder, as adjusted as provided herein, shall be reduced in proportion to the reduction in area of the Premises is so taken, by reason of the condemnation or if the Tenant does not cancel taking. If this Lease according is terminated pursuant to the preceding sentenceParagraph 12.01, the Monthly Rent minimum net rental and other charges which are the obligation of Tenant hereunder shall be abated in the proportion apportioned and prorated accordingly as of the Rentable Area date of termination. 12.04 The whole of any award or compensation for any portion of the Premises so taken to taken, condemned or conveyed in lieu of taking or condemnation, including the Rentable Area value of the Premises immediately before such taking, and Tenant's Share leasehold interest under the Lease, shall be appropriately recalculatedsolely the property of and payable to Landlord. If twenty-five percent (25%) or more of the Building or the Project is so taken, Landlord may cancel this Lease by written notice to Tenant given within thirty (30) days after the Termination Date. In the event of any such taking, the entire award Nothing herein contained shall be paid deemed to Landlord preclude Tenant from seeking, at its own cost and Tenant shall have no right or claim to any part of such award; howeverexpense, Tenant shall have the right to assert a claim against an award from the condemning authority for loss of its business, the value of any trade fixtures or other personal property of Tenant in a separate actionthe Premises or moving expenses, so long as provided that the award for such claim or claims shall not be in diminution of the award made to Landlord's award is not otherwise reduced, for Tenant's moving expenses and leasehold improvements owned by Tenant.

Eminent Domain. 17.1 If all fifty percent (50%) percent or more of the Premises are building’s net rentable area is condemned or taken by exercise of the power of eminent domain in any manner (or conveyed by Landlord including, without limitation, any conveyance in lieu of such exercisethereof) this for any public or quasi-public use, the Lease Term shall cease and terminate on a date (the "Termination Date") which is the earlier as of the date upon which the condemning authority takes possession of the Premises or the date on which title to the Premises is vested in the condemning authority. If twenty-five percent (25%) or less of the building’s net rentable area is so condemned or taken, the Landlord may terminate this lease if it determines, in the reasonable exercise of its business judgment, that continued operation of the Premises under this Lease would be not be economical for the Landlord. If more than twenty-five percent (25%) of the Rentable Area building’s net rentable area is so condemned or taken, with the result that Tenant’s business is substantially and adversely affected thereby, or if such a portion of the Premises parking area is so takencondemned or taken that the number of parking spaces remaining are less than the number required by applicable zoning or other code for the building and the appropriate variance cannot be obtained, then either Landlord or Tenant shall have the right to cancel may terminate this Lease as of the date title is vested in the condemning authority by written notice to Landlord given the other within twenty (20) days after the Termination Datethereafter. If less than twenty-five percent (25%) this Lease is not terminated following such a condemnation or taking, Landlord, as soon as reasonably practicable after such condemnation or taking and the determination and payment of Landlord’s award on account thereof, shall expend as much as may be necessary of the Rentable Area net amount which is awarded to Landlord and released by Landlord’s mortgagee, if any, in restoring, to the extent originally constructed by Landlord (consistent, however, with zoning laws and building codes then in existence), so much of the Premises is building as was originally constructed by Landlord to an architectural unit as nearly like its condition prior to taking as shall be practicable. Should the net amount so takenawarded to Landlord be insufficient to cover the costs of restoring the building, in the reasonable judgment of Landlord, Landlord may, but shall have no obligation to, supply the amount of such insufficiency and restore the building to such an architectural unit, with all reasonable diligence, or if the Tenant does not cancel this Lease according to the preceding sentence, the Monthly Rent shall be abated in the proportion of the Rentable Area of the Premises so taken to the Rentable Area of the Premises immediately before such taking, and Tenant's Share shall be appropriately recalculated. If twenty-five percent (25%) or more of the Building or the Project is so taken, Landlord may cancel terminate this Lease by written giving notice to Tenant given within thirty (30) days not later than a reasonable time after Landlord has determined the Termination Date. In the event of any such taking, the entire award shall estimated net amount which may be paid awarded to Landlord and the estimated cost of such restoration. If this Lease is not terminated as provided above, the Base Rent payable by Tenant shall have no right be reduced in direct proportion to the reduction in net floor space of the building by reason of the condemnation or claim taking. If this Lease is terminated as provided above, the Base Rent and other charges which are the obligation of Tenant hereunder shall be apportioned and prorated accordingly as of the date of termination. The whole of any award or compensation for any portion of the Leased Premises taken, condemned or conveyed in lieu of taking or condemnation shall be solely the property of and payable to any part of such award; howeverLandlord. Nothing herein to the contrary contained shall be deemed to preclude Tenant from seeking, Tenant shall have the right to assert a claim against at its own cost and expense, an award from the condemning authority for loss of its business, the value of any trade fixtures or other personal property of Tenant in a separate action, so long as Landlord's award is not otherwise reduced, for Tenant's the Leased Premises or moving expenses or the difference, if any, between the rental rate provided for herein and leasehold improvements owned by Tenantthe market rent which Tenant is required to pay upon relocation, provided that the award for any such claim or claims shall not be in diminution of the award made to Landlord.

Eminent Domain. 17.1 If all or any part of the Premises are shall be taken by exercise of any public or quasi-public authority under the power of eminent domain (or conveyance in lieu thereof, this Lease shall terminate as to any portion of the Premises so taken or conveyed on the date when title vests in the condemnor, and Landlord shall be entitled to any and all payment, income, rent, award or any interest therein whatsoever which may be paid or made in connection with such taking or conveyance, and Tenant shall have no claim against Landlord or otherwise for the value of any unexpired term of this Lease. Notwithstanding the foregoing paragraph, any compensation specifically awarded Tenant for loss of business, Tenant’s personal property, moving cost or loss of goodwill, shall be and remain the property of Tenant. If (i) any action or proceeding is commenced for such taking of the Premises or any part thereof, or if Landlord is advised in writing by Landlord any entity or body having the right or power of condemnation of its intention to condemn the Premises or any portion thereof, or (ii) any of the foregoing events occur with respect to the taking of any space in the Complex not leased hereby, or if any such spaces so taken or conveyed in lieu of such exercise) taking and Landlord shall decide to discontinue the use and operation of the Complex, or decide to demolish, alter or rebuild the Complex, then, in any of such events Landlord shall have the right to terminate this Lease shall terminate on a date by giving Tenant written notice thereof within sixty (the "Termination Date"60) which is the earlier days of the date upon of receipt of said written advice, or commencement of said action or proceeding, or taking conveyance, which the condemning authority takes possession termination shall take place as of the Premises first to occur: on the last day of the calendar month next following the month in which such notice is given or the date on which title to the Premises is vested shall vest in the condemning authoritycondemnor. If more than twenty-five percent (25%) In the event of such a partial taking or conveyance of the Rentable Area Premises, if the portion of the Premises taken or conveyed is so takensubstantial that the Tenant can no longer reasonably conduct its business, Tenant shall have the right to cancel privilege of terminating this Lease by within sixty (60) days from the date of such taking or conveyance, upon written notice to Landlord given within twenty (20) days after of its intention so to do, and upon giving of such notice this Lease shall terminate on the Termination Datelast day of the calendar month next following the month in which such notice is given, upon payment by Tenant of the rent from the date of such taking or conveyance to the date of termination. If less than twenty-five percent (25%) of the Rentable Area a portion of the Premises is so taken, be taken by condemnation or if the conveyance in lieu thereof and neither Landlord nor Tenant does not cancel shall terminate this Lease according as provided herein, this Lease shall continue in full force and effect as to the preceding sentence, the Monthly Rent shall be abated in the proportion of the Rentable Area part of the Premises not so taken or conveyed, and the rent herein shall be apportioned as of the date of such taking or conveyance so that thereafter the rent to be paid by Tenant shall be in the Rentable Area ratio that the area of the portion of the Premises immediately before not so taken or conveyed bears to the total area of the Premises prior to such taking, and Tenant's Share shall be appropriately recalculated. If twenty-five percent (25%) or more of the Building or the Project is so taken, Landlord may cancel this Lease by written notice to Tenant given within thirty (30) days after the Termination Date. In the event of any such taking, the entire award shall be paid to Landlord and Tenant shall have no right or claim to any part of such award; however, Tenant shall have the right to assert a claim against the condemning authority in a separate action, so long as Landlord's award is not otherwise reduced, for Tenant's moving expenses and leasehold improvements owned by Tenant.

Eminent Domain. 17.1 If all of the Leased Premises are taken by exercise of the power of eminent domain (or conveyed by Landlord LANDLORD in lieu of such exercise) this Lease shall LEASE will terminate on a date (the "Termination Date"“termination date”) which is the earlier of the date upon which the condemning authority takes possession of the Leased Premises or the date on which title to the Leased Premises is vested in the condemning authority. If more than twenty-five percent (25%) % of the Rentable Area rentable area of the Leased Premises is so taken, Tenant shall TENANT will have the right to cancel this Lease LEASE by written notice to Landlord LANDLORD given within twenty (20) 20 days after the Termination Datetermination date. If less than twenty-five percent (25%) % of the Rentable Area rentable area of the Leased Premises is so taken, or if the Tenant TENANT does not cancel this Lease LEASE according to the preceding sentence, the Monthly Rent shall monthly rent will be abated in the proportion of the Rentable Area rentable area of the Leased Premises so taken to the Rentable Area rentable area of the Leased Premises immediately before such taking, and Tenant's Share shall TENANT’s share will be appropriately recalculated. If twenty-five percent (25%) % or more of the Building building or the Project project is so taken, Landlord LANDLORD may cancel this Lease LEASE by written notice to Tenant TENANT given within thirty (30) 30 days after the Termination Datetermination date. In the event of any such taking, the entire award shall is hereby assigned by TENANT to LANDLORD, and such award will therefore be paid to Landlord and Tenant shall LANDLORD. TENANT will have no right or claim to any part of such award; however, Tenant shall TENANT will have the right to assert a claim against the condemning authority in a separate action, so long as Landlord's LANDLORD’s award is not otherwise reduced, for Tenant's TENANT’s moving expenses and leasehold improvements owned by TenantTENANT. Notwithstanding anything to the contrary set forth herein, TENANT hereby waived any and all rights which TENANT might otherwise have had pursuant to Section 1265.130 of the California Code of Civil Procedure and any successor or substantially similar statute(s).

Eminent Domain. 17.1 If all of SECTION 1. In the Premises are taken by exercise of the power of eminent domain (or conveyed by Landlord in lieu of such exercise) this Lease shall terminate on a date (the "Termination Date") which is the earlier of the date upon which the condemning authority takes possession of the Premises or the date on which title to the Premises is vested in the condemning authority. If more than twenty-five percent (25%) of the Rentable Area of the Premises is so taken, Tenant shall have the right to cancel this Lease by written notice to Landlord given within twenty (20) days after the Termination Date. If less than twenty-five percent (25%) of the Rentable Area of the Premises is so taken, or if the Tenant does not cancel this Lease according to the preceding sentence, the Monthly Rent shall be abated in the proportion of the Rentable Area of the Premises so taken to the Rentable Area of the Premises immediately before such taking, and Tenant's Share shall be appropriately recalculated. If twenty-five percent (25%) event that 50% or more of the Building total number of square feet in the Demised Premises shall be condemned or taken for public or quasi public use, the Project is so takenLessee may elect to terminate this Lease. If the Lessee elects to terminate this Lease, Landlord may cancel this Lease it must exercise its right to terminate by giving written notice to Tenant given the Lessor within thirty (30) days after the Termination Datenature and extent of the taking have been finally determined. If the Lessee elects to terminate this Lease as provided herein, the Lessee shall also notify the Lessor of the date of termination which date shall be not earlier than thirty (30) days after the Lessee has notified the Lessor of its election to terminate; provided, however, that this Lease shall terminate on the date of the taking of the date if the taking falls on a date prior to the date of termination as designated by the Lessee. If the Lessee does not elect to terminate this Lease within the thirty (30) day period, this Lease shall continue in full force and effect except that Base Rent and additional rent shall be reduced pursuant to Section 2 hereof. SECTION 2. In the event that any portion of any such the Demised Premises is taken by condemnation and this Lease remains in full force and effect, on the date of the taking, the Base Rent and all additional rent shall be reduced by an amount that is in the same ratio to the Base Rent and additional rent as the total number of square feet in the Demised Premises taken bears to the total number of square feet in the Demised Premises immediately prior to the date of the taking. SECTION 3. The Lessor shall be entitled to the entire award resulting from any such condemnation or taking, including, without limitation, any portion of the award attributable to the value of the leasehold estate created by this Lease, provided, however, that the Lessee shall be paid to Landlord and Tenant shall have no right or claim entitled to any part portion of such award; howeverany award attributable to the Lessee's personal property or fixtures, Tenant shall have or specifically attributable to its relocation expenses or the right interruption or damage to assert a claim against the condemning authority in a separate action, so long as Landlord's award is not otherwise reduced, for Tenant's moving expenses and leasehold improvements owned by Tenantits business.

Eminent Domain. 17.1 9.01 Effect on Lease --------------- If all of the Premises or any portion thereof are taken by exercise of or damaged, including severance damage, under the power of eminent domain (or by inverse condemnation or for any public or quasi-public use, or voluntarily conveyed by Landlord or transferred in lieu of such exercise) an exercise of eminent domain or while condemnation proceedings are pending (all of which are herein called "condemnation"), this Lease shall terminate on a date (as to the "Termination Date") which is the earlier part so taken as of the date upon which the condemning authority takes possession of the Premises title or the date on which title to the Premises is vested in the condemning authoritypossession, whichever first occurs. If more than twenty-five percent (25%) of the Rentable Area so much of the Premises is so takentaken by condemnation that the remainder is unsuitable for Tenant's continued occupancy for the uses and purposes for which the Premises are leased, Tenant shall have the right to cancel this Lease option, exercisable only by written notice to Landlord given within twenty thirty (2030) days after the Termination Date. If less than twenty-five percent Landlord shall have given Tenant written notice of such taking (25%) of the Rentable Area of the Premises is so taken, or if the Tenant does not cancel this Lease according to the preceding sentence, the Monthly Rent shall be abated in the proportion absence of the Rentable Area of the Premises so taken to the Rentable Area of the Premises immediately before such takingnotice, and Tenant's Share shall be appropriately recalculated. If twenty-five percent (25%) or more of the Building or the Project is so taken, Landlord may cancel this Lease by written notice to Tenant given within thirty (30) days after the Termination Datecondemning authority shall have taken title or possession, whichever first occurs), to terminate this Lease as of the later of the date the condemning authority takes such title or possession (whichever first occurs) or the date Tenant vacates the Premises; provided, however, that if Landlord disagrees with Tenant's determination that the portion of the Premises remaining after condemnation is unsuitable for Tenant's occupancy, such controversy shall be settled by arbitration in Los Angeles, California in accordance with the commercial arbitration rules of the American Arbitration Association then in effect. In the event that less than all of any such taking, the entire award Premises shall be paid to Landlord taken by condemnation and Tenant does not elect to terminate this Lease in accordance with the foregoing, this Lease shall have no right or claim remain in full force and effect as to any part the portion of the Premises remaining, except that the Monthly Rent and applicable Additional Rent shall be reduced in the same ratio that the floor area of the portion of the Premises taken by such award; however, Tenant shall have condemnation bears to the right to assert a claim against floor area of the condemning authority in a separate action, so long as Landlord's award is not otherwise reduced, for Tenant's moving expenses and leasehold improvements owned by TenantPremises immediately before such condemnation.

Eminent Domain. 17.1 If all Except as hereinafter provided, if the Premises, or such portion thereof as to render the balance (if reconstructed to the maximum extent practicable in the circumstances) unsuitable for continued occupancy for the purposes contemplated under this Lease, shall be taken by condemnation or right of eminent domain, and the Landlord and the Tenant shall each have the right to terminate this Lease by notice to the other of its desire to do so, provided that such notice is given not later than thirty (30) days after receipt by the Tenant of notice of the Premises are taken by exercise effective date of such taking. If so much of the power of eminent domain (or conveyed by Building shall be so taken that the Landlord reasonably determines, in lieu of such exercise) this Lease shall terminate on good faith, that it would be necessary to substantially alter the Building so that a date (the "Termination Date") which is the earlier of the date upon which the condemning authority takes possession of the Premises or the date on which title rebuilt Building will not be substantially similar to the Premises is vested in Building before such taking, the condemning authority. If more than twenty-five percent (25%) of the Rentable Area of the Premises is so taken, Tenant Landlord shall have the right to cancel terminate this Lease by written giving notice to Landlord given within twenty (20) days after the Termination Date. If less than twenty-five percent (25%) Tenant of the Rentable Area of the Premises is Landlord’s desire to do so taken, or if the Tenant does not cancel this Lease according to the preceding sentence, the Monthly Rent shall be abated in the proportion of the Rentable Area of the Premises so taken to the Rentable Area of the Premises immediately before such taking, and Tenant's Share shall be appropriately recalculated. If twenty-five percent (25%) or more of the Building or the Project is so taken, Landlord may cancel this Lease by written notice to Tenant given within later than thirty (30) days after the Termination Date. In the event effective date of any such taking. Should any part of the Premises be so taken or condemned during the Term, and should this Lease be not terminated in accordance with the foregoing provisions, the entire award Landlord agrees to use reasonable efforts to put what may remain of the Premises into proper condition for use and occupation as nearly like the condition of the Premises prior to such taking as shall be paid practicable, subject, however, to applicable laws and codes then in existence. The Landlord and Tenant shall have no right obligation to expend in the aforesaid restoration more than the proceeds of any award received in any condemnation or claim to eminent domain proceeding, or any part of such award; however, Tenant shall have the right to assert a claim against the condemning authority sum paid in a separate action, so long as Landlord's award is not otherwise reduced, for Tenant's moving expenses and leasehold improvements owned by Tenantlieu thereof.

Eminent Domain. 17.1 If all of the Premises are taken by exercise of the power of eminent domain (or conveyed by Landlord in lieu of such exercise) this Lease shall terminate on a date (the "“Termination Date"”) which is the earlier of the date upon which the condemning authority takes possession of the Premises or the date on which title to the Premises is vested in the condemning authority. If more than twenty-five percent (25%) of the Rentable Area rentable square feet of the Premises is so taken, Tenant shall will have the right to cancel this Lease by written notice to Landlord given within twenty (20) days after the Termination Datetermination date. If less than twenty-five percent (( 25%) of the Rentable Area rentable square feet of the Premises is so taken, or if the Tenant does not cancel this Lease according to the preceding sentence, the Monthly Base Rent shall be abated in the proportion of the Rentable Area rentable area of the Premises so taken to the Rentable Area rentable area of the Premises immediately before such taking, and Tenant's ’s Proportionate Share shall be appropriately recalculated. If twenty-five percent (25%) or more of the Building or the Project is so taken, Landlord may cancel this Lease by written notice to Tenant given within thirty (30) days after the Termination Datetermination date. In the event of any such taking, the entire award shall be paid to Landlord and Tenant shall will have no right or claim to any part of such award; however, Tenant shall have the right to assert a claim against the condemning authority in a separate action, so long as Landlord's ’s award is not otherwise reduced, for Tenant's ’s moving expenses and leasehold improvements owned by Tenant.

Eminent Domain. 17.1 14.1 If all more than twenty percent of the Gross Leased Area of the Premises are is taken for any public or quasi-public use under any governmental law, ordinance, or regulation, or by exercise of the power right of eminent domain (or conveyed by Landlord in lieu of such exercise) this Lease private purchase under threat thereof, the lease period shall terminate upon the election of either party effective on a date (the "Termination Date") which is the earlier of the date upon which the condemning authority takes possession of a portion of the Premises or is taken by the date on which title to condemning authority. 14.2 If less than twenty percent of the Gross Leased Area of the Premises is vested in the condemning authority. If taken for public of quasi-public use under any governmental law, ordinance, or regulation, or by right of eminent domain, or by private purchase under threat thereof, this lease shall not terminate, or if any more than twenty-five twenty percent (25%) of the Rentable Gross Leased Area of the Premises is so takentaken and this lease is not terminated in accordance with Section 14.1, Tenant shall have then in either of such events the right to cancel this Lease by written notice to Landlord given within twenty (20) days after Minimum Guaranteed Rental and percentage rental payable hereunder during the Termination Date. If less than twenty-five percent (25%) unexpired portion of the Rentable Area term shall be reduced by the percentage which the area taken bears to the area of the Premises prior to the date of possession of such portion of the Premises is so takentaken by the condemning authority. 14.3 If any portion of the Common Areas should be taken for any public or quasi-public use under governmental law, ordinance, or if regulation, or by right of eminent domain, or by private purchase under threat thereof, this lease shall not terminate, nor shall the rent payable hereunder be reduced, nor shall Tenant does not cancel this Lease according to the preceding sentence, the Monthly Rent shall be abated in the proportion of the Rentable Area of the Premises so taken to the Rentable Area of the Premises immediately before such taking, and Tenant's Share shall be appropriately recalculated. If twenty-five percent (25%) or more of the Building or the Project is so taken, Landlord may cancel this Lease by written notice to Tenant given within thirty (30) days after the Termination Date. In the event of any such taking, the entire award shall be paid to Landlord and Tenant shall have no right or claim entitled to any part of the award made for such awardtaking, except that either Landlord of Tenant may terminate the lease period if the parking area remaining following such taking, plus any additional parking area provided within a reasonable time by Landlord in reasonable proximity to the Shopping Center, shall be less than seventy percent of the original parking area. 14.4 Any election to terminate the lease period following condemnation shall be evidenced by written notice of termination delivered to the other party within thirty days after the date by which both Landlord and Tenant are notified of such taking or such sale, and, in the event that neither Landlord nor Tenant shall so exercise such election to terminate the lease period, then lease shall continue in full force and effect, subject to any rental abatement. Please initial: Landlord: Tenant: 14.5 If the lease period is not terminated following any condemnation, Landlord shall make all necessary repairs or alterations within the scope of Landlord’s Work necessary to make the Premises an architectural whole, and Tenant agrees that promptly after completion of such work by Landlord, Tenant will proceed with reasonable diligence and at its sole cost and expense to make all necessary repairs or alterations within the scope of Tenant’s Work necessary to make the Premises an architectural whole. 14.6 All compensation awarded for any taking (or the proceeds of private sale under threat thereof), whether for the whole or a part of the Premises, shall be the property of Landlord, whether such an award is compensation for damages to Landlord’s or Tenant’s interest in the Premises, and Tenant hereby assigns all of its interest in any such award to Landlord; provided, however, Tenant Landlord shall have no interest in any award made to Tenant for loss of business or for the right to assert a claim against taking of Tenant’s fixtures and personal property within the condemning authority in Premises if a separate action, so long as Landlord's award for such items is not otherwise reduced, for Tenant's moving expenses and leasehold improvements owned by made to Tenant.

Eminent Domain. 17.1 If prior to the Closing all or any part of the Premises are -------------- Property is taken by exercise condemnation or a taking in lieu thereof, the following shall apply: 11.2.1 In the event a material part of the power of eminent domain (or conveyed by Landlord in lieu of such exercise) this Lease shall terminate on a date (the "Termination Date") which Property is the earlier of the date upon which the condemning authority takes possession of the Premises or the date on which title to the Premises is vested in the condemning authority. If more than twenty-five percent (25%) of the Rentable Area of the Premises is so taken, Tenant shall have the right to cancel this Lease Purchaser, by written notice to Landlord given Seller (effective only if delivered within twenty fifteen (2015) days after the Termination Date. If less than twenty-five percent (25%) Purchaser receives notice of the Rentable Area of the Premises is so takensuch taking), or if the Tenant does not may elect to cancel this Lease according Agreement prior to the preceding sentence, the Monthly Rent shall be abated in the proportion of the Rentable Area of the Premises so taken to the Rentable Area of the Premises immediately before such taking, and Tenant's Share shall be appropriately recalculated. If twenty-five percent (25%) or more of the Building or the Project is so taken, Landlord may cancel this Lease by written notice to Tenant given within thirty (30) days after the Termination Closing Date. In the event that Purchaser shall so elect, the Deposit, together with any interest accrued thereon, shall be returned to Purchaser, and upon such payment, this Agreement shall be null and void and the parties hereto shall be relieved and released of and from any further liability hereunder and with respect to each other, except with respect to the provisions of this Agreement which expressly survive the termination of this Agreement. 11.2.2 In the event a minor or immaterial part of the Property is taken, or in the event of a change of legal grade, neither party shall have any right to cancel this Agreement, and title shall nonetheless close in accordance with this Agreement without any abatement of the Purchase Price or any liability or obligation on the part of Seller by reason of such taking; provided, however, that Seller shall, at Closing, (i) turn over and deliver to Purchaser the amount of any award or other proceeds of such taking to the extent actually collected by Seller as a result of such taking, less the entire amount of the actual expenses incurred by Seller in collecting such award shall be paid or other proceeds and in making repairs to Landlord the Property occasioned by such taking, and Tenant shall have no (ii) deliver to Purchaser an assignment (without warranty or recourse to Seller) of Seller's right or claim to any part such award or other proceeds which may be payable subsequent to the Closing Date as a result of such award; howevertaking. 11.2.3 The term "material part," as distinguished from a "minor or immaterial part," as used herein shall mean a portion of the Property having a value (based upon an appraisal by an appraiser acceptable to Seller, Tenant subject to Purchaser's approval, which shall have the right to assert a claim against the condemning authority not be unreasonably withheld or delayed) in a separate action, so long as Landlord's award is not otherwise reduced, for Tenant's moving expenses and leasehold improvements owned by Tenantexcess of $6,000,000.00.

Eminent Domain. 17.1 If all (a) Should a substantial portion of the Premises are taken by exercise of the power of eminent domain (taken, appropriated, or conveyed by Landlord condemned for public purposes, or voluntarily transferred in lieu of condemnation, in whole or in such exercise) substantial part as to render the Premises unsuitable for Landlord's purposes or the Premises unsuitable for the Permitted Uses, the Term of this Lease shall shall, at the option of Landlord in the first instance and at the option of Tenant in the second instance, terminate on a when Tenant's right to possession is terminated, which date (the "Termination Date") which is the earlier of the date upon which the condemning authority takes possession of the Premises or the date on which title to the Premises is vested in the condemning authority. If more than twenty-five percent (25%) of the Rentable Area of the Premises is so taken, Tenant shall have the right to cancel this Lease by written notice to Landlord given within twenty (20) days after the Termination Date. If less than twenty-five percent (25%) of the Rentable Area of the Premises is so taken, or if the Tenant does not cancel this Lease according to the preceding sentence, the Monthly Rent shall be abated in the proportion of the Rentable Area of the Premises so taken to the Rentable Area of the Premises immediately before such taking, and Tenant's Share shall be appropriately recalculated. If twenty-five percent (25%) or more of the Building or the Project is so taken, Landlord may cancel this Lease by written notice to Tenant given within no sooner than thirty (30) days after such party’s termination notice. If neither party exercises this option to terminate within sixty (60) days after the date of such taking, or if the portion of the Premises is taken, appropriated, condemned, or voluntarily transferred in lieu of condemnation does not render the Premises unsuitable for Tenant's purposes or the Premises unsuitable for the Permitted Uses, then this Lease shall terminate only as to the part taken or conveyed on the date Tenant shall yield possession and the Rent payable hereunder shall be reduced in proportion to the part of the Premises taken. In the event a party elects to terminate this Lease, this Lease will automatically terminate on the Termination DateDate and Landlord shall retain all Net Proceeds made in the Condemnation proceeding. (b) In the event of any other Condemnation of part of the Premises which does not result in a termination of this Lease, subject to the requirements of Section 6.04, the Net Proceeds of such Condemnation shall be delivered to the Tenant (unless such Net Proceeds exceed $300,000 and in that event, such Net Proceeds shall be delivered to the Trustee) and, promptly after such Condemnation, Tenant shall commence and diligently continue to perform the Restoration (whether or not the Net Proceeds shall be sufficient to do so). Landlord shall, and Landlord shall cause its Lender (as defined below) to, to the extent received, make the Net Proceeds available to Tenant in accordance with the provisions of Section 6.04 and all Rent shall continue unabated. In the event of a temporary Condemnation or confiscation of any such taking, of the entire award shall be paid to Landlord and Tenant shall have no right or claim to any part of such award; however, Tenant shall have the right to assert a claim against the condemning authority in a separate actionPremises, so long as Landlord's there is no continuing Event of Default, the Net Proceeds of such temporary Condemnation shall be retained by Tenant and all Rent shall continue unabated. (c) Except with respect to Compensation to which Tenant is entitled pursuant to the foregoing provisions of this Section 6.02, no agreement with any condemnor in settlement of or under threat of any Condemnation shall be made by either Landlord or Tenant without the written consent of the other, and of Lender, if the Premises are then subject to a mortgage, which consent shall not be unreasonably withheld, delayed, or conditioned provided such award is not otherwise reduced, for Tenant's moving expenses and leasehold improvements owned by Tenantor proceeds are applied in accordance with this Lease.

Eminent Domain. 17.1 If all or any part of the Premises are shall be taken by exercise of any public or quasi-public authority under the power of eminent domain (or conveyance in lieu thereof, this Lease shall terminate as to any portion of the Premises so taken or conveyed on the date when title vests in the condemnor, and Landlord shall be entitled to any and all payment, income, rent, award, or any interest therein whatsoever which may be paid or made in connection with such taking or conveyance, and Tenant shall have no claim against Landlord or otherwise for the value of any unexpired term of this Lease. Notwithstanding the foregoing paragraph, any compensation specifically awarded Tenant for loss of business. Tenant's personal property, moving cost or loss of goodwill, shall be and remain the property of Tenant. If (i) any action or proceeding is commenced for such taking of the Premises or any part thereof, or if Landlord is advised in writing by Landlord any entity or body having the right or power of condemnation of its intention to condemn the premises or any portion thereof, or (ii) any of the foregoing events occur with respect to the taking of any space in the Complex not leased hereby, or if any such spaces so taken or conveyed in lieu of such exercise) taking and Landlord shall decide to discontinue the use and operation of the Complex, or decide to demolish, alter or rebuild the Complex, then, in any of such events Landlord shall have the right to terminate this Lease shall terminate on a date by giving Tenant written notice thereof within sixty (the "Termination Date"60) which is the earlier days of the date upon of receipt of said written advice, or commencement of said action or proceeding, or taking conveyance, which the condemning authority takes possession termination shall take place as of the Premises first to occur of the last day of the calendar month next following the month in which such notice is given or the date on which title to the Premises is vested shall vest in the condemning authoritycondemnor. If more than twenty-five percent (25%) In the event of such a partial taking or conveyance of the Rentable Area Premises, if the portion of the Premises taken or conveyed is so takensubstantial that the Tenant can no longer reasonably conduct its business, Tenant shall have the right to cancel privilege of terminating this Lease by within sixty (60) days from the date of such taking or conveyance, upon written notice to Landlord given within twenty (20) days after of its intention so to do, and upon giving of such notice this Lease shall terminate on the Termination Datelast day of the calendar month next following the month in which such notice is given, upon payment by Tenant of the rent from the date of such taking or conveyance to the date of termination. If less than twenty-five percent (25%) of the Rentable Area a portion of the Premises is so taken, be taken by condemnation or if the conveyance in lieu thereof and neither Landlord nor Tenant does not cancel shall terminate this Lease according as provided herein, this Lease shall continue in full force and effect as to the preceding sentence, the Monthly Rent shall be abated in the proportion of the Rentable Area part of the Premises not so taken or conveyed, and the rent herein shall be apportioned as of the date of such taking or conveyance so that thereafter the rent to be paid by Tenant shall be in the Rentable Area ratio that the area of the portion of the Premises immediately before not so taken or conveyed bears to the total area of the Premises prior to such taking, and Tenant's Share shall be appropriately recalculated. If twenty-five percent (25%) or more of the Building or the Project is so taken, Landlord may cancel this Lease by written notice to Tenant given within thirty (30) days after the Termination Date. In the event of any such taking, the entire award shall be paid to Landlord and Tenant shall have no right or claim to any part of such award; however, Tenant shall have the right to assert a claim against the condemning authority in a separate action, so long as Landlord's award is not otherwise reduced, for Tenant's moving expenses and leasehold improvements owned by Tenant.

Eminent Domain. 17.1 If all In the event the whole of the Premises are Premises, the Building or the Project shall be taken by exercise of under the power of eminent domain domain, or sold to prevent the exercise thereof (or conveyed by Landlord in lieu of such exercise) collectively, a “Taking”), this Lease shall automatically terminate on as of the date of such Taking. In the event a Taking of a portion of the Project, the Building or the Premises shall, in the reasonable opinion of Landlord or Tenant, substantially interfere with Landlord’s operation thereof, Landlord or Tenant may terminate this Lease upon thirty (30) days’ written notice to the other given at any time within sixty (60) days following the date of such Taking. In the event a Taking of a portion of the Project, the Building or the Premises shall, in the reasonable opinion of Tenant, substantially interfere with Tenant’s use and occupancy of the Premises, Tenant may terminate this Lease upon thirty (30) days’ written notice to Landlord given at any time within sixty (60) days following the "Termination Date") which is date of such Taking. For purposes of this Lease, the date of Taking shall be the earlier of the date upon which the condemning authority takes possession of the Premises transfer of title resulting from such Taking or the date on which title to of transfer of possession resulting from such Taking. In the Premises is vested in the condemning authority. If more than twenty-five percent (25%) of the Rentable Area event that a portion of the Premises is so taken and this Lease is not terminated, Landlord shall, to the extent of proceeds paid to Landlord as a result of the Taking, with reasonable diligence, use commercially reasonable efforts to proceed to restore (to the extent permitted by Law and covenants, conditions and restrictions then applicable to the Project) the Premises (other than Tenant’s personal property and fixtures, and above-standard tenant improvements) to a complete, functioning unit. In such case, the Rent shall be reduced proportionately based on the portion of the Premises so taken. If all or any portion of the Premises is the subject of a temporary Taking (provided, that if such temporary taking exceeds nine (9) months, Tenant shall have the right to cancel a termination right), this Lease by written notice shall remain in full force and effect and Tenant shall continue to Landlord given within twenty (20) days after the Termination Date. If less than twenty-five percent (25%) perform each of the Rentable Area of the Premises is so takenits obligations under this Lease; in such case, or if the Tenant does not cancel this Lease according to the preceding sentence, the Monthly Rent shall be abated in the proportion of the Rentable Area of the Premises so taken entitled to the Rentable Area of the Premises immediately before such taking, and Tenant's Share shall be appropriately recalculated. If twenty-five percent (25%) or more of the Building or the Project is so taken, Landlord may cancel this Lease by written notice to Tenant given within thirty (30) days after the Termination Date. In the event of any such taking, receive the entire award shall be paid allocable to Landlord and Tenant shall have no right or claim to any part the temporary Taking of such award; howeverthe Premises. Except as provided herein, Tenant shall have not assert any claim against Landlord or the right condemning authority for, and hereby assigns to assert a claim Landlord, any compensation in connection with any such Taking, and Landlord shall be entitled to receive the entire amount of any award therefor, without deduction for any estate or interest of Tenant. Nothing contained in this Paragraph 10 shall be deemed to give Landlord any interest in, or prevent Tenant from seeking any award against the condemning authority in a separate actionfor the Taking of personal property, so long as Landlord's award is not otherwise reducedfixtures, above standard tenant improvements of Tenant and for Tenant's relocation and moving expenses recoverable by Tenant from the condemning authority. This Paragraph 10 shall be Tenant’s sole and leasehold improvements owned by Tenantexclusive remedy in the event of a Taking. This Lease sets forth the terms and conditions upon which this Lease may terminate in the event of a Taking.

Eminent Domain. 17.1 If all or any part of the Premises are shall be taken by exercise of any public or quasi-public authority under the power of eminent domain (or conveyance in lieu thereof, this Lease shall terminate as to any portion of the Premises so taken or conveyed on the date when title vests in the condemnor, and Landlord shall be entitled to any and all payment, income, rent, award, or any interest therein whatsoever which may be paid or made in connection with such taking or conveyance, and Tenant shall have no claim against Landlord or otherwise for the value of any unexpired term of this Lease. Notwithstanding the foregoing paragraph, any compensation specifically awarded Tenant for loss of business, Tenant's personal property, moving cost or loss of goodwill, shall be and remain the property of Tenant. If (i) any action or proceeding is commenced for such taking of the Premises or any part thereof, or if Landlord is advised in writing by Landlord any entity or body having the right or power of condemnation of its intention to condemn the premises or any portion thereof, or (ii) any of the foregoing events occur with respect to the taking of any space in the Complex not leased hereby, or if any spaces so taken or conveyed in lieu of such exercise) taking and Landlord shall decide to discontinue the use and operation of the Complex, or decide to demolish, alter or rebuild the Complex, then, in any of such events Landlord shall have the right to terminate this Lease shall terminate on a date by giving Tenant written notice thereof within sixty (the "Termination Date"60) which is the earlier days of the date upon of receipt of said written advice, or commencement of said action or proceeding, or taking conveyance, which the condemning authority takes possession termination shall take place as of the Premises first to occur of the last day of the calendar month next following the month in which such notice is given or the date on which title to the Premises is vested shall vest in the condemning authoritycondemnor. If more than twenty-five percent (25%) In the event of such a partial taking or conveyance of the Rentable Area Premises, if the portion of the Premises taken or conveyed is so takensubstantial that the Tenant can no longer reasonably conduct its business, Tenant shall have the right to cancel privilege of terminating this Lease by within sixty (60) days from the date of such taking or conveyance, upon written notice to Landlord given within twenty (20) days after of its intention so to do, and upon giving of such notice this Lease shall terminate on the Termination Datelast day of the calendar month next following in which such notice is given, upon payment by Tenant of the rent form the date of such taking or conveyance to the date of termination. If less than twenty-five percent (25%) of the Rentable Area a portion of the Premises is so taken, be taken by condemnation or if the conveyance in lieu thereof and neither Landlord nor Tenant does not cancel shall terminate this Lease according as provided herein, this Lease shall continue in full force and effect as to the preceding sentence, the Monthly Rent shall be abated in the proportion of the Rentable Area part of the Premises not so taken or conveyed, and the rent herein shall be apportioned as of the date of such taking or conveyance so that thereafter the rent to be paid by Tenant shall be in the Rentable Area ratio that the area of the portion of the Premises immediately before not so taken or conveyed bears to the total area of the Premises prior to such taking, and Tenant's Share shall be appropriately recalculated. If twenty-five percent (25%) or more of the Building or the Project is so taken, Landlord may cancel this Lease by written notice to Tenant given within thirty (30) days after the Termination Date. In the event of any such taking, the entire award shall be paid to Landlord and Tenant shall have no right or claim to any part of such award; however, Tenant shall have the right to assert a claim against the condemning authority in a separate action, so long as Landlord's award is not otherwise reduced, for Tenant's moving expenses and leasehold improvements owned by Tenant.

Eminent Domain. 17.1 If 18.1 (a) Except as otherwise provided in Section 18.5 of this Lease, if all or substantially all of the Premises Buildings or the Premises, or all reasonable means of access thereto, are taken by exercise condemnation or in any other manner for any public or quasi-public use or purpose and the Board elects not to restore the Premises (to the extent permitted by the Condominium Documents), this Lease shall terminate as of the power date of eminent domain vesting of title on such taking (or conveyed by Landlord in lieu “Date of Taking”), and Base Rent and any Additional Rent payable under Article 1 shall be abated as of such exercisedate. (b) If all or substantially all of the Studio Building is taken by condemnation or in any other manner for any public or quasi-public use or purpose: (i) this Lease shall terminate on a date (the "Termination Date") which is the earlier as of the date upon which the condemning authority takes possession Date of the Premises or the date on which title Taking with respect to the Premises is vested in the condemning authority. If more than twenty-five percent Studio Building; (25%ii) of the Rentable Area of the Premises is so taken, Tenant shall have the right option for a period of one (1) year from the Date of Taking of the Studio Building, by giving Landlord six (6) month’s prior written notice, to cancel terminate this Lease by written notice with respect to Landlord given within twenty (20) days after the Termination Date. If less than twenty-five percent (25%) all or any portion of the Rentable Area of the Premises is so taken, or if the Tenant does not cancel this Lease according to the preceding sentence, the Monthly Rent shall be abated in the proportion of the Rentable Area of the Premises so taken to the Rentable Area of the Premises immediately before such taking, and Tenant's Share shall be appropriately recalculated. If twenty-five percent (25%) or more of the West Building or the Project is East Building that had been used in connection with the operation of the studio space prior to the Date of Taking (but in no event more than 388,231 square feet in the aggregate) so taken, Landlord may cancel this Lease by written notice to Tenant given within thirty (30) days after the Termination Date. In the event of long as any such taking, termination is for full floor segments and does not create any additional non-contiguous floors in a the entire award shall be paid to Landlord and Tenant shall have no right or claim to any part of such award; however, applicable Building; (iii) Tenant shall have the right option during the period that is no sooner than three (3) years but not later than four (4) years from the Date of Taking of the Studio Building, by giving Landlord twenty four (24) month’s prior written notice, to assert a claim against terminate all or any portion of the condemning authority in a separate action, East Building so long as Landlord's award such termination is for full floor segments and does not otherwise reducedcreate any additional non-contiguous floors in the East Building; and, for Tenant's moving expenses in each case, upon such termination, no party shall have any further rights or obligations with respect to the terminated space as of the applicable termination date (including without limitation, the obligation to pay Base Rent and leasehold improvements owned Additional Rent under Article 1), other than those specific rights or obligations which explicitly survive the termination of this Lease. For the avoidance of doubt, this Lease shall remain in full force and effect with respect to all portions of the Premises not terminated by TenantTenant in accordance with the terms of this Section 18.1.

Eminent Domain. 17.1 If all or any part of the Premises are shall be taken by exercise of any public or quasi-public authority under the power of eminent domain (or conveyance in lieu thereof, this Lease shall terminate as to any portion of the Premises so taken or conveyed on the date when title vests in the condemnor, and Landlord shall be entitled to any and all payment, income, rent, award, or any interest therein whatsoever which may be paid or made in connection with such taking or conveyance, and Tenant shall have no claim against Landlord or otherwise for the value of any unexpired term of this Lease. Notwithstanding the foregoing paragraph, any compensation specifically awarded Tenant for loss of business, Tenant's personal property, moving cost or loss of goodwill, shall be and remain the property of Tenant. If (i) any action or proceeding is commenced for such taking of the Premises or any part thereof, or if Landlord is advised in writing by Landlord any entity or body having the right or power of condemnation of its intention to condemn the Premises or any portion thereof, or (ii) any of the foregoing events occur with respect to the taking of any space in the Complex not leased hereby, or if any such spaces so taken are conveyed in lieu of such exercise) taking and Landlord shall decide to discontinue the use and operation of the Complex, or decide to demolish, alter or rebuild the Complex, then, in any of such events, Landlord shall have the right to terminate this Lease shall terminate on a date by giving Tenant written notice thereof within sixty (the "Termination Date"60) which is the earlier days of the date upon of receipt of said written notice, or commencement of said action or proceeding, or taking conveyance, which the condemning authority takes possession termination shall take place as of the Premises first to occur of the last day of the calendar month next following the month in which such notice is given or the date on which title to the Premises is vested shall vest in the condemning authoritycondemnor. If more than twenty-five percent (25%) In the event of such a partial taking or conveyance of the Rentable Area Premises, if the portion of the Premises taken or conveyed is so takensubstantial that the Tenant can no longer reasonably conduct its business, Tenant shall have the right to cancel privilege of terminating this Lease by within sixty (60) days from the date of such taking or conveyance, upon written notice to Landlord given within twenty (20) days after of its intention to do so, and upon giving of such notice this Lease shall terminate on the Termination Datelast day of the calendar month next following the month in which such notice is given, upon payment by Tenant of the. rent from the date of such taking or conveyance to the date of termination. If less than twenty-five percent (25%) a portion of the Rentable Area Prenrisu5 is Laken by condemnation or conveyance in lieu thereof and neither I andlord nor Tenant shall terminate this Lease as provided herein, this Lease shall continue in full force and effect as to the part of the Premises is not so takentaken or conveyed, or if and the Tenant does not cancel this Lease according to the preceding sentence, the Monthly Rent rent herein shall be abated apportioned as of the date of such taking or conveyance so that thereafter the rent to be paid by Tenant shall be in the proportion ratio that the area of the Rentable Area portion of the Premises not so taken or conveyed bears to the Rentable Area total area of the Premises immediately before prior to such taking, and Tenant's Share shall be appropriately recalculated. If twenty-five percent (25%) or more of the Building or the Project is so taken, Landlord may cancel this Lease by written notice to Tenant given within thirty (30) days after the Termination Date. In the event of any such taking, the entire award shall be paid to Landlord and Tenant shall have no right or claim to any part of such award; however, Tenant shall have the right to assert a claim against the condemning authority in a separate action, so long as Landlord's award is not otherwise reduced, for Tenant's moving expenses and leasehold improvements owned by Tenant.

Eminent Domain. 17.1 If all Except as hereinafter provided, if the Premises, or such portion thereof as to render the balance (if reconstructed to the maximum extent practicable in the circumstances) unsuitable for continued occupancy for the purposes contemplated under this Lease, shall be taken by condemnation or right of eminent domain, the Landlord and the Tenant shall each have the right to terminate this Lease by notice to the other of its desire to do so, provided that such notice is given not later than thirty (30) days after receipt by the Tenant of notice of the Premises are taken by exercise effective date of such taking. If so much of the power of eminent domain (or conveyed by Building shall be so taken that the Landlord reasonably determines, in lieu of such exercise) this Lease shall terminate on good faith, that it would be necessary to substantially alter the Building so that a date (the "Termination Date") which is the earlier of the date upon which the condemning authority takes possession of the Premises or the date on which title rebuilt Building will not be substantially similar to the Premises is vested in Building before such taking, the condemning authority. If more than twenty-five percent (25%) of the Rentable Area of the Premises is so taken, Tenant Landlord shall have the right to cancel terminate this Lease by written giving notice to Landlord given within twenty (20) days after the Termination Date. If less than twenty-five percent (25%) Tenant of the Rentable Area of the Premises is Landlord’s desire to do so taken, or if the Tenant does not cancel this Lease according to the preceding sentence, the Monthly Rent shall be abated in the proportion of the Rentable Area of the Premises so taken to the Rentable Area of the Premises immediately before such taking, and Tenant's Share shall be appropriately recalculated. If twenty-five percent (25%) or more of the Building or the Project is so taken, Landlord may cancel this Lease by written notice to Tenant given within later than thirty (30) days after the Termination Date. In the event effective date of any such taking. Should any part of the Premises be so taken or condemned during the Term, and should this Lease be not terminated in accordance with the foregoing provisions, the entire award Landlord agrees to use reasonable efforts to put what may remain of the Premises into proper condition for use and occupation as nearly like the condition of the Premises prior to such taking as shall be paid practicable, subject, however, to applicable laws and codes then in existence. The Landlord and Tenant shall have no right obligation to expend in the aforesaid restoration more than the proceeds of any award received in any condemnation or claim to eminent domain proceeding, or any part of such award; however, Tenant shall have the right to assert a claim against the condemning authority sum paid in a separate action, so long as Landlord's award is not otherwise reduced, for Tenant's moving expenses and leasehold improvements owned by Tenantlieu thereof.

Eminent Domain. 17.1 If all (a) In the event that title to the whole or any part of the Premises are shall be lawfully condemned or taken by exercise of the power of eminent domain (in any manner for any public or conveyed by Landlord in lieu of such exercise) quasi-public use, this Lease and the term and estate hereby granted shall forthwith cease and terminate on a date (the "Termination Date") which is the earlier as of the date upon which of vesting of title and the condemning authority takes possession Landlord shall be entitled to receive the entire award, the Tenant hereby assigning to the Landlord the Tenant’s interest therein, if any; provided, however, that Tenant shall be entitled to claim any proceeds for the taking of Tenant’s trade fixtures, equipment or personal property and for relocation expenses so long as any such claim does not diminish any award to Landlord. (b) In the event that title to a part of the Building other than the Premises shall be so condemned or taken and if in the opinion of the Landlord, the Building should be restored in such a way as to alter the Premises materially, the Landlord may terminate this Lease and the term and estate hereby granted by notifying the Tenant of such termination within sixty (60) days following the date of vesting of title, and this Lease and the term and estate hereby granted shall expire on which title to the Premises is vested date specified in the condemning authority. If more notice of termination, not less than twenty-five percent sixty (25%) of the Rentable Area of the Premises is so taken, Tenant shall have the right to cancel this Lease by written notice to Landlord given within twenty (2060) days after the Termination Date. If less than twenty-five percent (25%) giving of such notice, as fully and completely as if such date were the date hereinbefore set for the expiration of the Rentable Area Term of this Lease, and the Premises is so taken, or if the Tenant does not cancel this Lease according to the preceding sentence, the Monthly Rent hereunder shall be abated in the proportion of the Rentable Area of the Premises so taken to the Rentable Area of the Premises immediately before such taking, and Tenant's Share shall be appropriately recalculated. If twenty-five percent (25%) or more of the Building or the Project is so taken, Landlord may cancel this Lease by written notice to Tenant given within thirty (30) days after the Termination Date. In the event of any such taking, the entire award shall be paid to Landlord and Tenant shall have no right or claim to any part apportioned as of such award; however, Tenant shall have the right to assert a claim against the condemning authority in a separate action, so long as Landlord's award is not otherwise reduced, for Tenant's moving expenses and leasehold improvements owned by Tenantdate.

Eminent Domain. 17.1 Section 13.1 If all the whole of the Building or of the Premises are shall be taken by exercise of condemnation or in any other manner for any public or quasi-public use or purpose (other than for temporary use or occupancy), the power of eminent domain (or conveyed by Landlord in lieu of such exercise) this Lease Term shall forthwith cease and terminate on a date (the "Termination Date") which is the earlier as of the date upon of vesting of title by reason of such taking (which date is hereinafter referred to as the condemning authority takes possession “date of the taking”), and Rent shall be apportioned as of such date. If only a part of the Building shall be so condemned or taken, then (a) if substantial structural alteration or reconstruction of the Building shall be necessary or appropriate as a result of such condemnation or taking (whether or not the Premises be affected), Landlord (provided Landlord obtains any and all required consents from any Superior Lessors or Mortgagees) or Tenant may (but only if the restoration cannot be completed within eighteen (18) months or such longer period as may be agreed upon by the parties) (subject to delay of up to ninety (90) days which may arise by reason of Force Majeure) at its option, terminate this Lease and the Term and estate hereby granted as of the date of such termination within thirty (30) days following the date on which Landlord shall have received notice of vesting of title (provided that Landlord may not so terminate this Lease unless it contemporaneously terminates all other leases for office space in the Building), or (b) if neither party elects to terminate this Lease, as aforesaid, this Lease shall be and remain unaffected by such condemnation or taking, except that the Rent shall be abated to the Premises is vested in the condemning authorityextent, if any, herein provided. If more than twenty-five percent (25%) of the Rentable Area Premises or a substantial (i.e., more than fifty percent (50%)) portion of the Premises Building shall be taken in condemnation during the last two (2) years of the Term, unless Tenant is so takenwilling to extend the Term pursuant to any renewal right Tenant has under this Lease, Landlord (provided that Landlord obtains any and all required consents from any Superior Lessors or Mortgagees) or Tenant shall have the right to cancel this Lease by may, upon thirty (30) days’ prior written notice to Landlord given within twenty (20) days after the Termination Date. If less than twenty-five percent (25%) other, cancel and terminate this Lease as of the Rentable Area date set forth in such notice, as if such date were the stated Expiration Date of the Premises is so takenthis Lease; provided, or however, that if the Landlord gives such termination notice, Tenant does not cancel this Lease according to the preceding sentence, the Monthly Rent shall be abated in the proportion of the Rentable Area of the Premises so taken to the Rentable Area of the Premises immediately before such taking, and Tenant's Share shall be appropriately recalculated. If twenty-five percent (25%) or more of the Building or the Project is so taken, Landlord may cancel this Lease by written notice to Tenant Landlord (given within thirty (30) days after Landlord’s notice) extend the Termination Date. In termination date for up to one (1) year following the condemnation with respect to such portions of the Premises as shall not have been so condemned. Section 13.2 If any part, but less than all, of the Premises shall be so taken and this Lease shall not be terminated pursuant to Section 13.1, then the part so taken shall no longer constitute part of the Premises but this Lease shall otherwise remain unaffected by such taking; provided, however, that Tenant may elect to terminate the Term in the event of: (i) a taking of any more than fifteen percent (15%) of the total RSF of the Premises; or (ii) a taking that deprives Tenant of reasonable access to the Building or the Premises, if Landlord determines that it will be unable to provide or in fact fails to provide adequate alternative access to the Building and the Premises within sixty (60) days thereafter, by giving notice of such election to Landlord not later than sixty (60) days after Tenant’s receipt from Landlord of notice of such taking (describing the nature and extent of such taking) or the date of such taking, whichever first occurs, or not later than thirty (30) days after such seventy-fifth (75th) day, as the entire award case may be. If notice of termination of this Lease shall be paid given pursuant to Landlord this Section 13.2, then upon such date as may be specified by Tenant by notice to Landlord, which date shall be not earlier than thirty (30) and Tenant not later than sixty (60) days after the date of Tenant’s notice, the Term shall have no right or claim terminate as of the date specified in such notice and Rent shall be apportioned as of such date of termination. Upon a partial taking and this Lease continuing in force as to any part of such award; however, Tenant shall have the right to assert a claim against the condemning authority in a separate action, so long as Landlord's award is not otherwise reduced, for Tenant's moving expenses and leasehold improvements owned by Tenant.Premises:

Eminent Domain. 17.1 If 15.1 In the event all of the Premises are shall be appropriated or taken by exercise of under the power of eminent domain (by any public or conveyed quasi-public authority, or by Landlord in lieu reason of such exercise) a purchase under threat thereof, this Lease Agreement shall terminate on a date (the "Termination Date") which is the earlier and expire as of the date upon which of such taking. 15.2 In the condemning authority takes possession event (a) any material part of the Premises Buildings are taken (more than ten percent to be deemed material, provided that this qualification shall not mean that a taking of less than such amount is not material) or (b) more than ten percent of the date on which title to Parking Areas are taken, or (c) direct access from the Premises to any adjacent public street or highway is vested in cut-off, under the condemning power of eminent domain by any public or quasi-public authority. If more than twenty-five percent (25%) , or by reason of the Rentable Area of the Premises is so takena purchase under threat thereof, Tenant shall have the right to cancel terminate its obligations under this Lease by as of the date of such taking upon giving Landlord written notice to Landlord given of such election within twenty (20) thirty days after the Termination Datereceipt by Tenant of written notice that the Premises are to be so appropriated or taken. Landlord shall immediately notify Tenant of any contemplated appropriation. If less Tenant shall elect not to so terminate its obligations under this Lease, then Landlord shall, at Landlord’s cost and expense, reasonably promptly (acting diligently) restore the Premises, the Walkway, the Parking Areas and any Other Improvements, as the case may be, (other than twenty-five percent (25%any alterations, additions or improvements made by Tenant) to a complete unit of the Rentable Area like quality and character as existed prior to such appropriation or taking. Base Annual Rental, but not other charges, shall be equitably and proportionally abated to reflect that portion of the Premises that is so taken, or if unusable from the Tenant does not cancel this Lease according date of any such taking to the preceding sentencedate restoration is completed to the reasonable satisfaction of Tenant and, the Monthly Rent thereafter, there shall be abated in an equitable and proportionate abatement of Base Annual Rental, but not other charges, based upon the proportion of extent to which the Rentable Area size of the Premises so taken to the Rentable Area of the Premises immediately before such takingused by Tenant has been reduced. 15.3 If this Lease is terminated in accordance with either Paragraph 15.1 or ▇▇▇▇▇▇▇▇▇ ▇▇.▇, and Tenant's Share ▇▇▇▇▇▇▇▇ shall be appropriately recalculated. If twenty-five percent (25%) or more of the Building or the Project is so taken, Landlord may cancel this Lease by written notice entitled to Tenant given within thirty (30) days after the Termination Date. In the event of any such taking, the entire award or compensation in such proceedings, the rent for the last month of Tenant’s occupancy shall be prorated, and Landlord shall refund to Tenant any rent paid to Landlord and in advance; provided, however, that Tenant shall have no right be entitled to (a) such sum as shall represent the proportionate value of the improvements made and paid for by Tenant; (b) the portion of the award, if any, made for the taking of Tenant’s fixtures, furnishings, equipment or claim other personal property; and (c) such sum, if any, received by way of award or negotiation to compensate Tenant for the taking or appropriation of its leasehold interest, interference with business and/or relocation and moving expense to any part of new location caused by such award; however, Tenant shall have the right to assert a claim against the condemning authority in a separate action, so long as Landlord's award is not otherwise reduced, for Tenant's moving expenses and leasehold improvements owned by Tenantappropriation or taking.

Eminent Domain. 17.1 If Should the Premises or any portion thereof be taken for public use by right of eminent domain with or without litigation, any award for compensation and/or damages, whether attained by agreement prior to or during the time of trial, or by judgment or verdict after trial, applying to the Leasehold estate created hereby other than that portion of said award, if any, based upon a taking of Tenant’s movable trade fixtures, shall belong and be paid to Landlord, and Tenant hereby assigns, <Initials> 13 <Initials> transfers and sets over to Landlord all of the Premises are taken by exercise of right, title and interest which it might otherwise have therein. In the power of eminent domain (or conveyed by Landlord in lieu of such exercise) this Lease shall terminate on a date (event the "Termination Date") which is the earlier of the date upon which the condemning authority takes possession of the Premises or the date on which title to the Premises is vested in the condemning authority. If more than twenty-five percent (25%) of the Rentable Area of the Premises is so taken, Tenant shall have the right to cancel this Lease by written notice to Landlord given within twenty (20) days after the Termination Date. If less than twenty-five percent (25%) of the Rentable Area of the Premises is so taken, or if the Tenant does not cancel this Lease according to the preceding sentence, the Monthly Rent shall be abated in the proportion of the Rentable Area portion of the Premises so taken to the Rentable Area shall be more than ten percent (10%) of the Premises immediately before such taking, and Tenant's Share shall be appropriately recalculated. If twenty-five percent (25%) or more floor area of the Building or Premises, either party hereto shall have the Project is so takenoption, Landlord may cancel this Lease to be exercised by written notice given to Tenant given the other party hereto within thirty (30) days after the Termination Datedate of such taking, to terminate this Lease. In the event that more than ten percent (10%) of any such taking, the entire award floor area of the Premises shall be paid to Landlord so taken and Tenant does not so elect to terminate this Lease, or if less than ten percent (10%) of the floor area of the Premises is so taken, then the minimum fixed monthly rental payable under this Lease shall have no right or claim be reduced in the same proportion as the amount of said floor area is reduced by such taking and Landlord shall make such reconstruction of the Premises as may be required to any part the extent of such the aforesaid award; however, Tenant shall have the right to assert a claim against the condemning authority in a separate action, so long as Landlord's award is not otherwise reduced, for Tenant's moving expenses and leasehold improvements owned by Tenant.

Eminent Domain. 17.1 If all of If, at any time prior to the Premises are taken by exercise of the Closing, legal proceedings under power of eminent domain are threatened in writing or are commenced with respect to all or any portion of the Property, then Seller shall promptly notify Buyer in writing. If such condemnation would have a Material Adverse Effect, then within ten (or conveyed by Landlord in lieu 10) Business Days after receipt of written notice from Seller of such exercise) pending condemnation (and if necessary the Closing Date shall be extended as necessary to afford Buyer such period), Buyer may elect to terminate this Lease Agreement. If this Agreement is not so terminated, then Seller shall terminate assign to Buyer at the Closing any and all proceeds and/or claims on a date (the "Termination Date") which is the earlier account of the date upon which the condemning authority takes possession of the Premises or the date on which such condemnation proceedings, and Buyer shall take title to the Premises is vested in the condemning authorityProperty subject to such condemnation proceedings. If more than twenty-five percent (25%) of the Rentable Area of the Premises is so taken, Tenant shall have the right Buyer fails to cancel this Lease by deliver written notice to Landlord given Seller of Buyer’s election within twenty (20) days after the Termination Datetime period specified in this Section 13, Buyer shall be deemed to have elected to waive its right to terminate under this Section 13. If less than twenty-five percent (25%) of the Rentable Area of the Premises is so taken, or if the Tenant does not cancel this Lease according to the preceding sentence, the Monthly Rent shall be abated in the proportion of the Rentable Area of the Premises so taken to the Rentable Area of the Premises immediately before such taking, and Tenant's Share shall be appropriately recalculated. If twenty-five percent (25%) or more of the Building or the Project is so taken, Landlord may cancel this Lease by Buyer delivers written notice to Tenant given Seller within thirty the time period specified in this Section 13 electing to terminate this Agreement, then the Escrow shall be canceled, all parties hereto shall be released from further performance of this Agreement (30) days after with the Termination Date. In the event exception of any such takingthose provisions or Sections which recite that they survive termination of this Agreement), the entire award Escrow Holder shall return the Deposit and all Development Deposits, to Buyer and Escrow Holder shall return to each party any and all documents, if any, which such party had deposited with it. If any portion of the Property is actually taken by condemnation prior to the Closing, then the term “Real Property” as used herein shall automatically be paid deemed to Landlord and Tenant shall have no right or claim exclude the portion of the property so taken prior to any part of such award; however, Tenant shall have the right to assert a claim against the condemning authority in a separate action, so long as Landlord's award is not otherwise reduced, for Tenant's moving expenses and leasehold improvements owned by TenantClosing.

Eminent Domain. 17.1 14.1 If all the Premises or such portion thereof, so as to render the balance unsuitable for the purposes of Tenant, shall be taken by condemnation or right of eminent domain the Tenant, upon written notice is given not later than thirty (30) days after Tenant has been deprived of possession. 14.2 In the event of a partial (less than substantial) taking of the building Tenant shall have the right to terminate this Lease. If Tenant provides clear and convincing evidence to Landlord that any partial taking of the Premises are taken by exercise of would cause the power of eminent domain (or conveyed by Landlord in lieu of such exercise) this Lease shall terminate on a date (the "Termination Date") which is the earlier of the date upon which the condemning authority takes possession remainder of the Premises or the date on which title to the Premises is vested in the condemning authority. If more than twenty-five percent (25%) of the Rentable Area of the Premises is so takenbe impractical for Tenant's purposes, Tenant shall have the right to cancel terminate this Lease. The Tenant may exercise the aforesaid right or rights to terminate this Lease in its entirety as aforesaid by giving written notice to the Landlord given within twenty sixty (2060) days after the Termination Date. If less than twenty-five percent (25%) date of the Rentable Area vesting of the Premises is so takentitle in such proceedings, or if the Tenant does specifying a date not cancel this Lease according to the preceding sentence, the Monthly Rent shall be abated in the proportion of the Rentable Area of the Premises so taken to the Rentable Area of the Premises immediately before such taking, and Tenant's Share shall be appropriately recalculated. If twenty-five percent (25%) or more of the Building or the Project is so taken, Landlord may cancel this Lease by written notice to Tenant given within than thirty (30) days after the Termination Date. giving of such notice as to the date of such termination. 14.3 In the event of any such takingtaking of the Premises or the building designated as ▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇, ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ shall be entitled to receive the entire award shall be paid and Tenant hereby assigns to Landlord any and all right, title and interest of Tenant shall have no right in or claim to any such award or any part of such award; however, thereof and hereby waives all rights against Landlord and the condemning authority except that the Tenant shall have the right to assert a claim against and prove in any such proceeding and to receive any award which may be made, if any, specifically for damages or condemnation of Tenant's movable trade fixtures, leasehold interest and moving expenses, if any. 126 14.4 In the condemning authority in a separate actionevent that this Lease is not terminated after the eminent domain proceedings, so long as Landlord shall promptly commence to repair or restore the Premises to tenable condition and complete the same with due diligence except for delays caused by (i) Landlord's award is not otherwise reducedinability to obtain materials, (ii) acts of God, (iii) strikes, fire or weather, (iv) acts of governmental authority or any other cause beyond the control of Landlord, and the rent shall be equitably reduced from and after the date title vests in the condemnor for Tenant's moving expenses the balance of the term by taking into account the character and leasehold improvements owned by Tenantamount of the taking.

Eminent Domain. 17.1 If all SECTION 10.1 In the event that at any time during the term of this Lease the whole or any part of the Leased Premises are shall be taken by any lawful power by the exercise of the power right of eminent domain for any public or quasi-public purpose the following provisions shall be applicable: To the extent any compensation received by KCS is for improvements paid for by LESSEE, a percentage of the amount received by KCS for such improvements paid for by LESSEE equal to the amount received by KCS for such improvement multiplied by percentage which has numerator equal to the number of years remaining in the then current term of the Agreement and a denominator equal to ten (10). 10.1.1 If such proceedings shall result in the taking of the whole or conveyed by Landlord a portion of the Leased Premises that materially interferes with LESSEE’s use of the Leased Premises for railroad purposes, LESSEE shall have the right, upon written notice to KCS, to terminate this Lease in lieu of such exercise) its entirety. In that event, and subject to any necessary regulatory approvals or exemptions, this Lease shall terminate and expire on a date (the "Termination Date") which is the earlier of the date upon which the condemning authority takes possession of the Premises or the date on which title to the Leased Premises is vested vests in the condemning authority. If more than twenty-five percent (25%) , and the rent and other sums or charges provided in this Lease shall be adjusted as of the Rentable Area date of such vesting. 10.1.2 If such proceeding shall result in the taking of less than all of the Leased Premises is so taken, Tenant shall have the right to cancel this Lease by written notice to Landlord given within twenty (20) days after the Termination Date. If less than twenty-five percent (25%) which does not materially interfere with LESSEE’s use of the Rentable Area Leased Premises for railroad purposes, then the Lease shall continue for the balance of its term as to the part of the Leased Premises is so takenremaining, without any reduction, abatement or if effect upon the Tenant does not cancel rent or any other sum or charge to be paid by the LESSEE under the provisions of this Lease according to the preceding sentenceLease. 10.1.3 Except as otherwise expressly provided in this Section, the Monthly Rent KCS shall be abated in entitled to any and all funds payable for the proportion total or partial taking of the Rentable Area of the Leased Premises so taken to the Rentable Area of the Premises immediately before such takingwithout any participation by LESSEE; provided, and Tenant's Share however, that nothing contained herein shall be appropriately recalculated. If twenty-five percent (25%) or more of the Building or the Project is so taken, Landlord may cancel this Lease by written notice construed to Tenant given within thirty (30) days after the Termination Date. In the event of preclude LESSEE from prosecuting any such taking, the entire award shall be paid to Landlord and Tenant shall have no right or claim to any part of such award; however, Tenant shall have the right to assert a claim directly against the condemning authority for loss of its business or for the value of its leasehold estate. 10.1.4 Each party shall provide prompt notice to the other party of any eminent domain proceeding involving the Leased Premises. Each party shall be entitled to participate in a separate actionany such proceeding, so long as Landlord's award is not otherwise reducedat its own expense, and to consult with the other party, its attorneys, and experts. LESSEE and KCS shall make-all reasonable efforts to cooperate with each other in the defense of such proceedings and to use their best efforts to ensure LESSEE’s continued ability to use the Leased Premises for Tenant's moving expenses and leasehold improvements owned by Tenantthe conduct of freight railroad operations.

Eminent Domain. 17.1 If all of the Premises are entire Building is taken by exercise of the power of eminent domain (or conveyed by Landlord in lieu of such exercise) domain, this Lease Agreement shall automatically terminate on a date (the "Termination Date") which is the earlier as of the date upon which the condemning authority takes possession of the Premises or the date on which title to the Premises is vested in the condemning authoritytaking. If a portion constituting more than twenty-five percent (25%) of the Rentable Area Building is taken by eminent domain, the Landlord shall have the right to terminate this Lease Agreement, provided it gives written notice thereof to the Tenant within ninety (90) days after the date of taking. If a portion of the Premises is so takentaken by eminent domain, Tenant shall have the right to cancel terminate this Lease by Agreement, provided it gives written notice thereof to Landlord given within twenty ninety (2090) days after the Termination Date. If less than twenty-five percent date of taking or ninety (25%) of the Rentable Area of the Premises is so taken, or if the Tenant does not cancel this Lease according to the preceding sentence, the Monthly Rent shall be abated in the proportion of the Rentable Area of the Premises so taken to the Rentable Area of the Premises immediately before such taking, and Tenant's Share shall be appropriately recalculated. If twenty-five percent (25%) or more of the Building or the Project is so taken, Landlord may cancel this Lease by written notice to Tenant given within thirty (3090) days after the Termination Date. In date Tenant receives notice of the event of any such taking, whichever is later. If neither Landlord nor Tenant terminates, then the Landlord shall, at its expense, restore the Premises and the Building to as near the condition which existed immediately prior to the date of taking as reasonably possible, and the rentals shall ▇▇▇▇▇ during such period of time as the Premises are untenantable, in the proportion that the untenantable portion of the Premises bears to the entire award Premises. All damages awarded for such taking under the power of eminent domain shall belong to and be paid to Landlord and the sole property of Landlord, irrespective of the basis upon which they are awarded, provided, however, that nothing contained herein shall prevent Tenant shall have no right or from making a separate claim to any part of such award; however, Tenant shall have the right to assert a claim against the condemning authority in a separate action, so long as Landlord's award is not otherwise reduced, for Tenant's its moving expenses and leasehold improvements owned trade fixtures. For purposes of this Article, a taking by Tenanteminent domain shall include Landlord's giving of a deed under threat of condemnation, and shall be deemed to occur on the earlier of the date fee simple title has vested or possession has been obtained by the taking authority.

Eminent Domain. 17.1 If the entire Building, the Common Areas or a substantial part thereof, or any part thereof which includes all or a substantial part of the Premises are Premises, shall be taken or condemned by exercise any competent authority for any public or quasi-public use or purpose, the Term of the power of eminent domain (or conveyed by Landlord in lieu of such exercise) this Lease shall terminate on a date (the "Termination Date") which is end upon and not before the earlier of the date upon which when the condemning authority takes possession of the Premises part so taken shall be required for such use or purpose or the effective date on of the taking, and without apportionment of the award to or for the benefit of Tenant. If any condemnation proceeding shall be instituted in which title it is sought to take or damage any part of the Building, the Common Areas or the Land, the taking of which would prevent the economical operation of the Building, the Common Areas or the Development, or if the grade of any street or alley adjacent to the Premises Building, the Common Areas or Parcel One is vested changed by any competent authority, and such taking, damage or change of grade makes it necessary or desirable to remodel the Building or the Common Area to conform to the taking, damage or changed grade, Landlord shall have the right to terminate this Lease upon written notice given to Tenant not less than ninety (90) days prior to the date of termination designated in said notice. In either of these events, Rent at the then current rate shall be apportioned as of the date of the termination. No money or other consideration shall be payable by Landlord to Tenant for the right of termination, and Tenant shall have no right to share in the condemning authoritycondemnation award, whether for a total or partial taking, for loss of Tenant's leasehold or improvements or other loss or expenses or to share in any judgment for damages caused by the change of grade. If more than twenty-five percent (25%) of the Rentable Area any condemnation proceeding shall be instituted in which less then all or a substantial part of the Premises is so sought to be taken, but the portion to be taken would result in an inability of Tenant to conduct normal business operations from the Premises, Tenant shall have the right to cancel terminate this Lease by upon written notice given to Landlord given within twenty not less than ninety (2090) days after the Termination Date. If less than twenty-five percent (25%) of the Rentable Area of the Premises is so taken, or if the Tenant does not cancel this Lease according prior to the preceding sentence, the Monthly Rent shall be abated date of termination designated in the proportion of the Rentable Area of the Premises so taken to the Rentable Area of the Premises immediately before such taking, and Tenant's Share shall be appropriately recalculated. If twenty-five percent (25%) or more of the Building or the Project is so taken, Landlord may cancel this Lease by written notice to Tenant given within thirty (30) days after the Termination Date. In the event of any such taking, the entire award shall be paid to Landlord and Tenant shall have no right or claim to any part of such award; however, Tenant shall have the right to assert a claim against the condemning authority in a separate action, so long as Landlord's award is not otherwise reduced, for Tenant's moving expenses and leasehold improvements owned by Tenantsaid notice.

Eminent Domain. 17.1 If all of If, before the Premises Closing Date, proceedings are taken commenced for the taking by exercise of the power of eminent domain (of all or conveyed by Landlord in lieu a material part of such exercise) this Lease shall terminate on a date (the "Termination Date") which is the earlier any of the date upon which the condemning authority takes possession of the Premises or the date on which title to the Premises is vested in the condemning authority. If more than twenty-five percent (25%) of the Rentable Area of the Premises is so takenReal Property that, Tenant as reasonably determined by Buyer, would render such Real Property unsuitable for Buyer’s intended use, Buyer shall have the right to cancel this Lease right, by written giving notice to Landlord given Sellers within twenty seven (207) days after Sellers give notice of the Termination commencement of such proceedings to Buyer, to terminate this Agreement, in which event this Agreement shall terminate and the Deposit shall be returned to Buyer. If, before the Closing Date. If , proceedings are commenced for the taking by exercise of the power of eminent domain of less than twenty-five percent (25%) a material part of the Rentable Area of the Premises is so takenReal Property (i.e., which part would not render such Real Property unsuitable for Buyer’s intended use, as reasonably determined by Buyer), or if Buyer has the Tenant does not cancel right to terminate this Lease according Agreement pursuant to the preceding sentencesentence but Buyer does not exercise such right, then this Agreement shall remain in full force and effect and, on the Closing Date, the Monthly Rent condemnation award (or, if not theretofore received, the right to receive such award) payable on account of the taking shall be abated in the proportion transferred to Buyer. Sellers shall give notice to Buyer reasonably promptly after Sellers’ receipt of notice of the Rentable Area commencement of any proceedings for the taking by exercise of the Premises so taken to the Rentable Area power of the Premises immediately before such taking, and Tenant's Share shall be appropriately recalculated. If twenty-five percent (25%) eminent domain of all or more of the Building or the Project is so taken, Landlord may cancel this Lease by written notice to Tenant given within thirty (30) days after the Termination Date. In the event of any such taking, the entire award shall be paid to Landlord and Tenant shall have no right or claim to any part of the Property. If necessary, the Closing Date shall be postponed until Sellers have given any notice to Buyer required by this section 6.4 and the period of seven (7) days described in this section 6.4 has expired. Sellers agree that they shall not settle or agree upon any condemnation award without Buyer’s prior written approval of such award; howeversettlement, Tenant which approval Buyer shall have the right to assert a claim against the condemning authority in a separate action, so long as Landlord's award is not otherwise reduced, for Tenant's moving expenses and leasehold improvements owned by Tenantunreasonably withhold.

Eminent Domain. 17.1 12.01 If all of the Premises are condemned or taken by exercise of the power of eminent domain in any manner (or conveyed by Landlord including without limitation any conveyance in lieu thereof) for any public or quasi-public use, the term of such exercise) this Lease shall cease and terminate on a date (the "Termination Date") which is the earlier as of the date upon which the condemning authority takes possession of the Premises or the date on which title to the Premises is vested in the condemning authority. If (i) more than fifty (50%) percent of the floor area of the Premises shall be condemned or taken in any manner, or (ii) more than twenty-five percent (25%) percent of the Rentable Area Building shall be condemned or taken, or (iii) any material condemnation or taking occurs, during the last twelve (12) months of the Premises Initial Term or Option Term, as the case may be, or (iv) such a portion of the parking area on the Land is so takencondemned or taken that the number of parking spaces remaining are less than the number required by applicable zoning laws or other building code for the Building, Tenant shall have the right then Landlord may elect to cancel terminate this Lease. In order to terminate this Lease by pursuant to this Paragraph, Landlord must give Tenant written notice of its election to Landlord so terminate, such notice to be given within twenty not later than ninety (2090) days after the Termination Date. completion of such condemnation or taking, and thereupon the term of this Lease shall expire on the date set forth in such notice, and Tenant shall vacate the Premises and surrender the same to Landlord, without prejudice, however, to Landlord's rights and remedies against Tenant under the Lease provisions in effect prior to such termination, and any rent owing shall be paid up to such date and any payments of rent made by Tenant which were on account of any period subsequent to such date shall be returned to Tenant. 12.02 If less than twenty-five percent (25%) this Lease is not terminated following such a condemnation or taking, Landlord, as soon as reasonably practicable after such condemnation or taking and the determination and payment of Landlord's award on account thereof, shall expend as much as may be necessary of the Rentable Area net amount which is awarded to Landlord and released by Landlord's mortgagee, if any, in restoring, to the extent originally constructed by Landlord (consistent, however, with zoning laws and building codes then in existence), so much of the Building as was originally constructed by Landlord to an architectural unit as nearly like its condition prior to such taking as shall be practicable; provided, however, Landlord shall not be obligated to expend for such restoration an amount in excess of condemnation proceeds made available to Landlord, if any. Landlord's obligation hereunder shall be limited to restoring the Building and/or the Premises to substantially the same condition that existed prior to such condemnation or taking. 12.03 If this Lease is not terminated pursuant to Paragraph 12.01, the Base Rent and other sums payable by Tenant hereunder, as adjusted as provided herein, shall be reduced in proportion to the reduction in area of the Premises is so taken, by reason of the condemnation or if the Tenant does not cancel taking. If this Lease according is terminated pursuant to Paragraph 12.01. the preceding sentence, minimum net rental and other charges which are the Monthly Rent obligation of Tenant hereunder shall be abated in the proportion apportioned and prorated accordingly as of the Rentable Area date of termination. 12.04 The whole of any award or compensation for any portion of the Premises so taken to taken, condemned or conveyed in lieu of taking or condemnation, including the Rentable Area value of the Premises immediately before such taking, and Tenant's Share leasehold interest under the Lease, shall be appropriately recalculatedsolely the property of and payable to Landlord. If twenty-five percent (25%) or more of the Building or the Project is so taken, Landlord may cancel this Lease by written notice to Tenant given within thirty (30) days after the Termination Date. In the event of any such taking, the entire award Nothing herein contained shall be paid deemed to Landlord preclude Tenant from seeking, at its own cost and Tenant shall have no right or claim to any part of such award; howeverexpense, Tenant shall have the right to assert a claim against an award from the condemning authority for loss of its business, the value of any trade fixtures or other personal property of Tenant in a separate actionthe Premises or moving expenses, so long as provided that the award for such claim or claims shall not be in diminution of the award made to Landlord's award is not otherwise reduced, for Tenant's moving expenses and leasehold improvements owned by Tenant.

Eminent Domain. 17.1 If all of the Premises are taken by exercise of the power of eminent domain (or conveyed by Landlord in lieu of such exercise) this Lease shall terminate on a date (the "“Termination Date"”) which is the earlier of the date upon which the condemning authority takes possession of the Premises or the date on which title to the Premises is vested in the condemning authority. If more than twenty-five percent (25%) of the Rentable Area rentable square feet of the Premises is so taken, Tenant shall will have the right to cancel this Lease by written notice to Landlord given within twenty (20) days after the Termination Datetermination date. If less than twenty-five percent (( 25%) of the Rentable Area rentable square feet of the Premises is so taken, or if the Tenant does not cancel this Lease according to the preceding sentence, the Monthly Base Rent shall be abated in the proportion of the Rentable Area rentable area of the Premises so taken to the Rentable Area rentable area of the Premises immediately before such taking, and Tenant's ’s Proportionate Share shall be appropriately recalculated. If twenty-twenty- five percent (25%) or more of the Building or the Project is so taken, Landlord may cancel this Lease by written notice to Tenant given within thirty (30) days after the Termination Datetermination date. In the event of any such taking, the entire award shall be paid to Landlord and Tenant shall will have no right or claim to any part of such award; however, Tenant shall have the right to assert a claim against the condemning authority in a separate action, so long as Landlord's ’s award is not otherwise reduced, for Tenant's ’s moving expenses and leasehold improvements owned by Tenant.

Eminent Domain. 17.1 If all (1) the whole or more than fifty percent (50%) of the floor area of the Premises are shall be taken or condemned by exercise of the power of eminent domain (Eminent Domain for any public or conveyed quasi-public use or purpose, and either party shall elect, by Landlord in lieu of such exercise) this Lease shall terminate on a date (the "Termination Date") which is the earlier of the date upon which the condemning authority takes possession of the Premises or the date on which title giving written notice to the Premises is vested in the condemning authority. If other, or (2) more than twenty-five percent (25%) of the Rentable Area floor area of the Premises is Building shall be so taken, Tenant and Landlord shall have the right to cancel this Lease elect, in its sole discretion, by giving written notice to Landlord Tenant to terminate this Lease, then, in either such event, the Term of this Lease shall cease and terminate as of the date of title vesting. Any written notice given within twenty pursuant to the preceding sentence shall be given not more than sixty (2060) days after the Termination Datedate on which title has vested in the condemner. If less than twenty-five percent (25%) In case of any taking or condemnation, whether or not the Rentable Area Term of the Premises is so taken, or if the Tenant does not cancel this Lease according to the preceding sentence, the Monthly Rent shall be abated in the proportion of the Rentable Area of the Premises so taken to the Rentable Area of the Premises immediately before such taking, cease and Tenant's Share shall be appropriately recalculated. If twenty-five percent (25%) or more of the Building or the Project is so taken, Landlord may cancel this Lease by written notice to Tenant given within thirty (30) days after the Termination Date. In the event of any such takingterminate, the entire award shall be paid the property of Landlord, and Tenant hereby assigns to Landlord all its right, title and interest in and to any such award, except that Tenant shall have no right be entitled to claim, prove and receive in the proceedings such awards as may be allowed for moving expenses. loss of profit and fixtures and other equipment installed by it which shall not, under the terms of this Lease, be or claim to any become the property of Landlord at the termination hereof, but only if such awards shall be made by the condemnation, court or other authority in addition to, and be stated separately from, the award made by it for the Property or part thereof so taken. Notwithstanding anything contrary contained in this Lease, if after a taking by Eminent Domain, in Tenant's determination, the remainder of such award; howeverthe building is unsuitable for its needs, the Tenant shall have the has a right to assert a claim against terminate the condemning authority in a separate action, so long as Lease by giving at least thirty days (30) notice to Landlord's award is not otherwise reduced, for Tenant's moving expenses and leasehold improvements owned by Tenant.

Eminent Domain. 17.1 Section 13.1. If all the whole of the Real Property or the Premises are taken by exercise is acquired or condemned for any public or quasi-public use or purpose, this Lease and the Term shall end as of the power date of eminent domain (the vesting of title or conveyed by Landlord in lieu of such exercise) this Lease shall terminate on a date (the "Termination Date") which is the earlier of the date upon which the condemning authority takes Tenant is denied use and possession of the Premises pursuant to the terms of this Lease, whichever occurs first, with the same effect as if said date were the Expiration Date. If only a part of the Real Property and not the entire Premises is so acquired or condemned then, (a) except as hereinafter provided in this Section 13.1, this Lease and the date on which title to Term shall continue in effect but, if a part of the Premises is vested included in the condemning authority. If part of the Real Property so acquired or condemned, from and after the date of the vesting of title or Tenant's denial of use and possession, whichever occurs first, the Base Rent shall be reduced in the proportion which the area of the part of the Premises so acquired or condemned bears to the total area of the Premises immediately prior to such acquisition or condemnation; and (b) if the part of the Real Property so acquired or condemned contains more than twenty-five thirty percent (2530%) of the Rentable Area of the Premises is so taken, Tenant shall have the right to cancel this Lease by written notice to Landlord given within twenty (20) days after the Termination Date. If less than twenty-five percent (25%) of the Rentable Area of the Premises is so taken, or if the Tenant does not cancel this Lease according to the preceding sentence, the Monthly Rent shall be abated in the proportion of the Rentable Area of the Premises so taken to the Rentable Area total area of the Premises immediately before prior to such takingacquisition or condemnation, and or if, by reason of such acquisition or condemnation, Tenant no longer has access to the Premises, Tenant's Share shall be appropriately recalculated, at Tenant’s option, may give to Landlord, within sixty (60) days next following the date upon which Tenant receives notice of vesting of title, a thirty (30) day notice of termination of this Lease. If twenty-five percent any such thirty (25%30) or more day notice of the Building or the Project termination is so takengiven, Landlord may cancel by Tenant, this Lease by written notice and the Term shall come to Tenant given within an end and expire upon the expiration of said thirty (30) days after with the Termination same effect as if the date of expiration of said thirty (30) days were the Expiration Date. In the event of any such takingtermination of this Lease and the Term pursuant to the provisions of this Section 13.1, the entire award Base Rent shall be paid apportioned as of the date of the termination and any prepaid portion of the Base Rent for any period after such date shall be refunded by Landlord to Landlord and Tenant shall have no right Tenant. Section 13.2. In the event of any such acquisition or claim to condemnation of all or any part of the Real Property, Landlord shall be entitled to pursue an award for any such award; however, acquisition or condemnation as to the Buildings (subject to Tenant's rights under this Section 13.2). Tenant shall have the right be entitled to assert a claim against pursue an award for any loss from the condemning authority in a separate actionauthority, so long as Landlord's award is not otherwise reducedincluding, without limitation, for the value of any unexpired portion of the Term, Tenant's moving expenses and leasehold improvements owned by Work, Alterations and/or Tenant's Property.

Eminent Domain. 17.1 If all In the event that any eminent domain proceedings shall be commenced prior to the Closing, and: (a) the cost of repair or replacement related to such proceedings exceeds one hundred thousand dollars ($100,000.00); or (b) as a result of the Premises are taken by exercise eminent domain proceedings any tenant has a right of termination under any of the power Space Leases and such tenant has not permanently waived such right of eminent domain (or conveyed by Landlord termination in lieu of such exercise) this Lease shall terminate on a date (the "Termination Date") which is the earlier of the date upon which the condemning authority takes possession of the Premises or writing prior to the date on which title Buyer must make its election to the Premises is vested in the condemning authority. If more than twenty-five percent terminate below; or (25%c) as a result of the Rentable Area of the Premises is so taken, Tenant eminent domain proceedings any tenant has a right to permanently a▇▇▇▇ or offset its rent under its applicable Space Lease; then in any such case (i) Buyer shall have the right to cancel terminate this Lease Agreement by giving Seller written notice of its intention to Landlord do so, such notice by Buyer to Seller to be given within twenty not later than three (203) days after Buyer shall have received the Termination notice from Seller of such aforesaid proceedings, (in which event the Deposit shall forthwith be returned to Buyer, whereupon this Agreement shall be null and void and of no further force or effect whatsoever, except that Buyer shall remain liable on its obligations under Sections 4.2 and 15.7); or (ii) if Buyer has the right to terminate this Agreement pursuant to this Section 8 and Buyer elects not to terminate, or in any case wherein Buyer does not have the right to terminate, Buyer and Seller shall consummate Closing on the Closing Date. If less than twenty-five percent (25%) , without any reduction to or abatement of the Rentable Area of the Premises is so taken, or if the Tenant does not cancel this Lease according to the preceding sentence, the Monthly Rent shall be abated in the proportion of the Rentable Area of the Premises so taken to the Rentable Area of the Premises immediately before such takingPurchase Price, and Tenant's Share all condemnation awards shall be appropriately recalculated. If twenty-five percent (25%) or more of the Building or the Project is so takenbelong to Buyer; provided, Landlord may cancel this Lease by written notice to Tenant given within thirty (30) days after the Termination Date. In the event of any such taking, the entire award shall be paid to Landlord and Tenant shall have no right or claim to any part of such award; however, Tenant Seller shall have the right to assert a claim against portion of the condemning authority in a separate actioncondemnation award for Seller's actual, so long as Landlord's out-of-pocket expenses incurred with respect to the condemnation action but only to the extent such award is not otherwise reduced, for Tenant's moving expenses separately made and leasehold improvements owned itemized by Tenantthe governmental authority or subdivision under its eminent domain or condemnation powers.

Eminent Domain. 17.1 13.1 If the Premises shall be permanently taken as a result of or in lieu of condemnation or eminent domain, this Lease shall terminate upon the transfer of title in connection therewith. 13.2 If any of the following events occur: (a) any portion, but less than all of the Premises are taken by exercise of the power of eminent domain (or conveyed by Landlord any building of which the Premises may then be a part), shall be permanently taken as a result of or in lieu of condemnation or eminent domain and as a result of such exercise) this Lease shall terminate on event structural alterations or reconstruction of a date (the "Termination Date") which is the earlier portion of the date upon which Premises are necessary or desirable in Lessor's judgment, or (b) as a result of any such event specified in Subsection 13.2(a) hereof or as a result of any other portion or portions of the condemning authority takes possession Complex being so taken or as a result of all or any portion of the Premises or the date on which title to Complex being temporarily so taken, the Premises is vested in the condemning authority. If more than twenty-five percent (25%) of the Rentable Area area of the Premises (as the case may be) remaining after such taking (taking into consideration the period of time involved if a temporary taking), is so takensuch as to render continued operation of either the Premises or the Complex economically unfeasible by Lessor, Tenant shall have the right to cancel then Lessor may at its sole option terminate this Lease by written notice given to Landlord given within twenty (20) days after the Termination Date. If less than twenty-five percent (25%) of the Rentable Area of the Premises is so taken, or if the Tenant does not cancel this Lease according to the preceding sentence, the Monthly Rent shall be abated in the proportion of the Rentable Area of the Premises so taken to the Rentable Area of the Premises immediately before such taking, and Tenant's Share shall be appropriately recalculated. If twenty-five percent (25%) or more of the Building or the Project is so taken, Landlord may cancel this Lease by written notice to Tenant given Lessee within thirty (30) days after the Termination Datelatter of the following: (i) the date upon which the proposed taking by such entity as a result of or in lieu of condemnation or eminent domain becomes final or (ii) the date upon which title to or possession of such portion of the Premises or Lessee's interest in such portion of the Premises transfers to such entity. In If any of the foregoing events shall have occurred and this Lease is not terminated by Lessor pursuant to this Section 13.2, this Lease shall be and remain in full force and effect for the balance of the Term except that Base Rent shall abat▇ ▇▇ the proportion which that portion of the Premises of which Lessee is so deprived (if any, and only for the period of deprivation in the event of any such a temporary taking, ) bears to the entire award Premises. 13.3 Lessor shall be paid entitled to Landlord receive the entirety of any and Tenant all proceeds, awards, damages, or other compensation received in connection with such taking and Lessee shall have no right to share in such proceeds, awards, damages, or claim other compensation. Lessee hereby forever assigns to Lessor all right, title, and interest which Lessee may now or hereafter have in any part of such awardproceeds, awards, damages, or other compensation whatsoever; provided, however, Tenant that nothing in this Section 13 shall have preclude Lessee from separately claiming or receiving from any such person, if legally payable, compensation for the right taking of Lessee's tangible property and for Lessee's removal and relocation costs to assert a claim against the condemning authority in a separate action, so long as Landlord's award is extent that the same are specifically and separately awarded by not otherwise reduced, for Tenant's moving expenses and leasehold improvements owned by Tenantotherwise.

Eminent Domain. 17.1 9.01 Effect on Lease --------------- If all of the Premises or any portion thereof are taken by exercise of or damaged, including severance damage, under the power of eminent domain (or by inverse condemnation or for any public or quasi-public use, or voluntarily conveyed by Landlord or transferred in lieu of such exercise) an exercise of eminent domain or while condemnation proceedings are pending (all of which are herein called "condemnation"), this Lease shall terminate on a date (as to the "Termination Date") which is the earlier part so taken as of the date upon which the condemning authority takes possession of the Premises title or the date on which title to the Premises is vested in the condemning authoritypossession, whichever first occurs. If more than twenty-five percent (25%) of the Rentable Area so much of the Premises is so takentaken by condemnation that the remainder is unsuitable for Tenant's continued occupancy for the uses and purposes for which the Premises are leased, Tenant shall have the right to cancel this Lease option, exercisable only by written notice to Landlord given within twenty thirty (2030) days after the Termination Date. If less than twenty-five percent Landlord shall have given Tenant written notice of such taking (25%) of the Rentable Area of the Premises is so taken, or if the Tenant does not cancel this Lease according to the preceding sentence, the Monthly Rent shall be abated in the proportion absence of the Rentable Area of the Premises so taken to the Rentable Area of the Premises immediately before such takingnotice, and Tenant's Share shall be appropriately recalculated. If twenty-five percent (25%) or more of the Building or the Project is so taken, Landlord may cancel this Lease by written notice to Tenant given within thirty (30) days after the Termination Datecondemning authority shall have taken title or possession, whichever first occurs), to terminate this Lease as of the later of the date the condemning authority takes such title or possession (whichever first occurs) or the date Tenant vacates the Premises; provided, however, that if Landlord disagrees with Tenant's determination that the portion of the Premises remaining after condemnation is unsuitable for Tenant's occupancy, such controversy shall be settled by arbitration in Los Angeles, California in accordance with the commercial arbitration rules of the American Arbitration Association then in effect. In the event that less than all of any such taking, the entire award Premises shall be paid to Landlord taken by condemnation and Tenant does not elect to terminate this Lease in accordance with the foregoing, this Lease shall have no right or claim remain in full force and effect as to any part the portion of the Premises remaining, except that the Base Rent and applicable Additional Rent shall be reduced in the same ratio that the floor area of the portion of the Premises taken by such award; however, Tenant shall have condemnation bears to the right to assert a claim against floor area of the condemning authority in a separate action, so long as Landlord's award is not otherwise reduced, for Tenant's moving expenses and leasehold improvements owned by TenantPremises immediately before such condemnation.

Eminent Domain. 17.1 If all (1) the whole or more than fifty percent (50%) of the floor area of the Premises are shall be taken or condemned by exercise of the power of eminent domain Eminent Domain for any public or quasi-public use or purpose (or conveyed rendered untenantable by Landlord in lieu of such exercise) this Lease a taking or condemnation), and either party shall terminate on a date (the "Termination Date") which is the earlier of the date upon which the condemning authority takes possession of the Premises or the date on which title elect, by giving written notice to the Premises is vested in the condemning authority. If other, or (2) more than twenty-five percent (25%) of the Rentable Area floor area of the Building shall be so taken, and Landlord shall elect, in its sole discretion, by giving written notice to Tenant, any written notice to be given not more than sixty (60) days after the date on which title shall vest in such condemnation proceeding, to terminate this Lease, then, in either such event, the Term of this Lease shall cease and terminate as of the date of title vesting. In the case of any taking or condemnation where the Term of this Lease shall not cease and terminate, to the extent that the Premises (or any part of the Premises) are taken or condemned, or rendered untenantable by such taking or condemnation, the rent shall ▇▇▇▇▇ from the date of such taking or condemnation (in the case that only a part of the Premises is so takenaffected, Tenant shall have in proportion to the right to cancel this Lease by written notice to Landlord given within twenty (20) days after the Termination Date. If less than twenty-five percent (25%) area of the Rentable Area such part of the Premises is so takento the area of the entire Premises). In case of any taking or condemnation, whether or if not the Tenant does not cancel Term of this Lease according to the preceding sentence, the Monthly Rent shall be abated in the proportion of the Rentable Area of the Premises so taken to the Rentable Area of the Premises immediately before such taking, cease and Tenant's Share shall be appropriately recalculated. If twenty-five percent (25%) or more of the Building or the Project is so taken, Landlord may cancel this Lease by written notice to Tenant given within thirty (30) days after the Termination Date. In the event of any such takingterminate, the entire award shall be paid the property of Landlord, and Tenant hereby assigns to Landlord all its right, title and interest in and to any such award, except that Tenant shall have no right be entitled to claim, prove and receive in the proceedings such awards as may be allowed for moving expenses, loss of profit and fixtures and other equipment installed by it which shall not, under the terms of this Lease, be or claim to any part become the property of Landlord at the termination hereof, but only if such award; howeverawards shall be made by the condemnation, Tenant shall have the right to assert a claim against the condemning court or other authority in a separate actionaddition to, and be stated separately from, the award made by it for the Property or part thereof so long as Landlord's award is not otherwise reduced, for Tenant's moving expenses and leasehold improvements owned by Tenanttaken.

Eminent Domain. 17.1 If all of the Premises are Shopping Center or any part thereof shall be taken by exercise of any governmental or quasi-governmental authority pursuant to the power of eminent domain (or conveyed by Landlord domain, Tena▇▇ ▇▇▇ees to make no claim for compensation in lieu the proceedings, and hereby assigns to landlord any rights which Tenant may have to any portion of any award made as a result of such exercisetaking and this Lease shall terminate as to the portion of the premises taken by the condemning authority and rent shall be adjusted to such date. The foregoing notwithstanding, the Tenant shall be entitled to claim, prove and receive in the condemnation proceedings such awards as may be allowed for relocation expenses and for fixtures and other equipment installed by it which shall not, under the terms of this Lease, be or become the property of Landlord at the termination hereof, but only if such awards shall be made by the condemnation court in addition to and stated separately from the award made by it for the land and the building or part thereof so taken. If the nature, location or extent of any proposed condemnation affecting the Shopping Center is such that the Landlord elects in good faith to demolish all or substantially all of the buildings in the Shopping Center, then the Landlord may terminate this Lease by giving at least sixty (60) days' written notice of termination to the Tenant at any time after such condemnation and this Lease shall terminate on a date (the "Termination Date") which is the earlier of the date upon which specified in such notice. Should the condemning authority takes possession of the Premises Shopping Center be remodeled, refurbished or the date on which title to the Premises is vested otherwise upgraded in a manner that would necessitate a change in the condemning authorityamount of rent during the period of this lease agreement, Land▇▇▇▇ ▇▇▇ees to offer Tenant first right of refusal of new rental rate. If more than twenty-five percent Tena▇▇ ▇▇▇s not agree to and accept the new rental rate then Tena▇▇ ▇▇▇ees that his lease will be terminated and he must vacate said Premises within sixty (25%60) of the Rentable Area of the Premises is so taken, Tenant shall have the right to cancel this Lease by written notice to Landlord given within twenty (20) days after the Termination Date. If less than twenty-five percent (25%) of the Rentable Area of the Premises is so taken, or if the Tenant does not cancel this Lease according to the preceding sentence, the Monthly Rent shall be abated in the proportion of the Rentable Area of the Premises so taken to the Rentable Area of the Premises immediately before such taking, and Tenant's Share shall be appropriately recalculated. If twenty-five percent (25%) or more of the Building or the Project is so taken, Landlord may cancel this Lease by written notice to Tenant given within thirty (30) days after the Termination Date. In the event of any such taking, the entire award shall be paid to Landlord and Tenant shall have no right or claim to any part of such award; however, Tenant shall have the right to assert a claim against the condemning authority in a separate action, so long as Landlord's award is not otherwise reduced, for Tenant's moving expenses and leasehold improvements owned by Tenantdays.

Eminent Domain. 17.1 If all In the event that the whole of the Premises are demised premises shall be lawfully condemned or taken by exercise of in any manner for any public or quasi-public use, this lease and the power of eminent domain (or conveyed by Landlord in lieu of such exercise) this Lease term and estate hereby granted shall forthwith cease and terminate on a date (the "Termination Date") which is the earlier as of the date upon which of vesting of title. In the condemning authority takes possession event that only one part of the Premises demised premises shall be so condemned or taken, then, effective as of the date of vesting of title, the rent hereunder shall be abated in an amount thereof apportioned according to the area of the demised premises so condemned or taken. In the event that only a part of the Building shall be so condemned or taken, then (i) Landlord (whether or not the demised premises be affected) may, at its option, terminate this lease and the term and estate hereby granted as of the date of such vesting of title by notifying Tenant in writing of such termination within 60 days following the date on which title to the Premises is vested in the condemning authority. If more than twenty-five percent Landlord shall have received notice of vesting of title, and (25%ii) if such condemnation or taking shall be of a substantial part of the Rentable Area demised premises or of a substantial part of the Premises is so takenmeans of access thereto, Tenant shall have the right to cancel this Lease right, by written delivery of notice in writing to Landlord given within twenty (20) 60 days after following the Termination Date. If less than twenty-five percent (25%) date on which Tenant shall have received notice of vesting of title, to terminate this lease and the term and estate hereby granted as of the Rentable Area date of vesting of title or (iii) if neither Landlord nor Tenant elects to terminate this lease, as aforesaid, this lease shall be and remain unaffected by such condemnation or taking, except that the Premises is so taken, or if the Tenant does not cancel this Lease according to the preceding sentence, the Monthly Rent rent shall be abated in the proportion of the Rentable Area of the Premises so taken to the Rentable Area of the Premises immediately before such takingextent, and Tenant's Share shall be appropriately recalculated. If twenty-five percent (25%) or more of the Building or the Project is so takenif any, Landlord may cancel hereinabove provided in this Lease by written notice to Tenant given within thirty (30) days after the Termination DateArticle 27. In the event that only a part of any such taking, the entire award demised premises shall be paid so condemned or taken and this lease and the term and estate hereby granted are not terminated as hereinbefore provided, Landlord will, at its expense, restore the remaining portion of the demised premises and nearly as practicable to Landlord and Tenant shall have no right the same condition as it was in prior to such condemnation or claim to any part of such award; however, Tenant shall have the right to assert a claim against the condemning authority in a separate action, so long as Landlord's award is not otherwise reduced, for Tenant's moving expenses and leasehold improvements owned by Tenanttaking.

Eminent Domain. 17.1 12.01 If all of the Premises are condemned or taken by exercise of the power of eminent domain in any manner (or conveyed by Landlord including without limitation any conveyance in lieu thereof) for any public or quasi-public use, the term of such exercise) this Lease shall cease and terminate on a date (the "Termination Date") which is the earlier as of the date upon which the condemning authority takes possession of the Premises or the date on which title to the Premises is vested in the condemning authority. If (i) more than fifty (50%) percent of the floor area of the Premises shall be condemned or taken in any manner, or (ii) more than twenty-five percent (25%) percent of the Rentable Area Building shall be condemned or taken, or (iii) any material condemnation or taking occurs during the last twelve (12) months of the Premises Initial Term or Option Term, as the case may be, or (iv) such a portion of the parking area on the Land is so takencondemned or taken that the number of parking spaces remaining are less than the number required by applicable zoning laws or other building code for the Building, Tenant shall have the right then Landlord may elect to cancel terminate this Lease. In order to terminate this Lease by pursuant to this Paragraph, Landlord must give Tenant written notice of its election to Landlord so terminate, such notice to be given within twenty not later than ninety (2090) days after the Termination Date. completion of such condemnation or taking, and thereupon the term of this Lease shall expire on the date set forth in such notice, and Tenant shall vacate the Premises and surrender the same to Landlord, without prejudice, however, to Landlord's rights and remedies against Tenant under the Lease provisions in effect prior to such termination, and any rent owing shall be paid up to such date and any payments of rent made by Tenant which were on account of any period subsequent to such date shall be returned to Tenant. 12.02 If less than twenty-five percent (25%) this Lease is not terminated following such a condemnation or taking, Landlord, as soon as reasonably practicable after such condemnation or taking and the determination and payment of Landlord's award on account thereof, shall expend as much as may be necessary of the Rentable Area net amount which is awarded to Landlord and released by Landlord's mortgagee, if any, in restoring, to the extent originally constructed by Landlord (consistent, however, with zoning laws and building codes then in existence), so much of the Building as was originally constructed by Landlord to an architectural unit as 14 nearly like its condition prior to such taking as shall be practicable; provided, however, Landlord shall not be obligated to expend for such restoration an amount in excess of condemnation proceeds made available to Landlord, if any. Landlord's obligation hereunder shall be limited to restoring the Building and/or the Premises to substantially the same condition that existed prior to such condemnation or taking. 12.03 If this Lease is not terminated pursuant to Paragraph 12.01, the Base Rent and other sums payable by Tenant hereunder, as adjusted as provided herein, shall be reduced in proportion to the reduction in area of the Premises is so taken, by reason of the condemnation or if the Tenant does not cancel taking. If this Lease according is terminated pursuant to the preceding sentenceParagraph 12.01, the Monthly Rent minimum net rental and other charges which are the obligation of Tenant hereunder shall be abated in the proportion apportioned and prorated accordingly as of the Rentable Area date of termination. 12.04 The whole of any award or compensation for any portion of the Premises so taken to taken, condemned or conveyed in lieu of taking or condemnation, including the Rentable Area value of the Premises immediately before such taking, and Tenant's Share leasehold interest under the Lease, shall be appropriately recalculatedsolely the property of and payable to Landlord. If twenty-five percent (25%) or more of the Building or the Project is so taken, Landlord may cancel this Lease by written notice to Tenant given within thirty (30) days after the Termination Date. In the event of any such taking, the entire award Nothing herein contained shall be paid deemed to Landlord preclude Tenant from seeking, at its own cost and Tenant shall have no right or claim to any part of such award; howeverexpense, Tenant shall have the right to assert a claim against an award from the condemning authority for loss of its business, the value of any trade fixtures or other personal property of Tenant in a separate actionthe Premises or moving expenses, so long as provided that the award for such claim or claims shall not be in diminution of the award made to Landlord's award is not otherwise reduced, for Tenant's moving expenses and leasehold improvements owned by Tenant.

Eminent Domain. 17.1 If all of the Premises are taken by exercise of the power of eminent domain (or conveyed by Landlord in lieu of such exercise) this Lease shall terminate on a date (the "Termination Date") which is the earlier of the date upon which the condemning authority takes possession of the Premises or the date on which title to the Premises is vested in the condemning authority. If more than twenty-five percent (25%) of the Rentable Area any material portion of the Premises is so takentaken which prevents Tenant's reasonable use of the Premises for its intended purpose ("Material Portion"), Tenant shall will have the right to cancel this Lease by written notice to Landlord given within twenty (20) days after the Termination Datetermination date. If less than twenty-five percent (25%) of the Rentable Area a Material Portion of the Premises is so taken, or if the Tenant does not cancel this Lease according to the preceding sentence, the Monthly Rent shall be abated in the proportion of the Rentable Area rentable area of the Premises so taken to the Rentable Area rentable area of the Premises immediately before such taking, and Tenant's Proportionate Share shall be appropriately recalculated. If twenty-five percent (25%) or more of the Building or the Project is so taken, Landlord may cancel this Lease by written notice to Tenant given within thirty (30) days after the Termination Datetermination date. In the event of any such taking, the entire award shall be paid to Landlord and Tenant shall will have no right or claim to any part of such award; however, Tenant shall have the right to assert a claim against the condemning authority in a separate action, so long as Landlord's award is not otherwise reduced, for Tenant's moving expenses and leasehold improvements owned by Tenant.

Eminent Domain. 17.1 If 11.9.1 If, prior to Closing, all or any portion of the Premises are Property is taken or affected by exercise eminent domain proceedings, or under a threat of eminent domain, for any public or quasi-public use or purpose (a "Taking"), then in any such event, Seller shall immediately give Purchaser written notice of the power of eminent domain (or conveyed by Landlord in lieu occurrence of such exerciseevent, and the parties shall thereafter proceed as follows: (a) If the cost of such Taking is less than One Hundred Thousand Dollars ($100,000.00), Seller shall promptly restore the Property and the parties shall proceed to close this Lease transaction. Seller shall terminate on a date (the "Termination Date") which is the earlier be responsible for any expense incurred by Purchaser because of the date upon which delay in closing. (b) If the condemning authority takes possession cost of such Taking is more than One Hundred Thousand Dollars ($100,000.00), Purchaser may, at Purchaser's option (i) receive the proceeds of any Awards payable in connection therewith and thereupon remain obligated to perform this Agreement; or (ii) terminate this Agreement. Upon termination of this Agreement by Purchaser pursuant to this Section 11.9.1(b), all funds and documents previously paid, deposited or advanced by Purchaser shall be immediately returned Purchaser. 11.9.2 If the Closing shall occur following a Taking, and if Purchaser does not elect to terminate this Agreement in the manner set forth in Section 11.9.1(b), then Seller shall deliver or cause to be delivered to Purchaser (at Closing, if possible) all Awards, less any sums theretofore reasonably utilized by Seller for restoration or repair of the Premises or the date on which title Property, to the Premises is vested extent the same was properly performed at Purchaser's direction pursuant to Section 11.9.1 and Seller shall execute and deliver to Purchaser at Closing all proper instruments for assignment and collection of any Awards not paid at Closing and shall also pay to Purchaser such additional amounts, if any, in the condemning authority. If more than twenty-five percent (25%) excess of the Rentable Area Awards as may be reasonably required to complete any restoration or repair of the Premises is so taken, Tenant shall have the right to cancel this Lease by written notice to Landlord given within twenty (20) days after the Termination Date. If less than twenty-five percent (25%) of the Rentable Area of the Premises is so taken, or if the Tenant does not cancel this Lease according to the preceding sentence, the Monthly Rent shall be abated in the proportion of the Rentable Area of the Premises so taken to the Rentable Area of the Premises immediately before such taking, and Tenant's Share shall be appropriately recalculated. If twenty-five percent (25%) or more of the Building or the Project is so taken, Landlord may cancel this Lease by written notice to Tenant given within thirty (30) days after the Termination Date. In the event of any such taking, the entire award shall be paid to Landlord and Tenant shall have no right or claim to any part of such award; however, Tenant shall have the right to assert a claim against the condemning authority in a separate action, so long as Landlord's award is not otherwise reduced, for Tenant's moving expenses and leasehold improvements owned by TenantProperty.

Eminent Domain. 17.1 Section 13.1 If all the whole of the New Tower Building or of the Premises are shall be taken by exercise condemnation or in any other manner for any public or quasi-public use or purpose (other than for temporary use or occupancy), the Term shall forthwith cease and terminate as of the power date of eminent domain (or conveyed vesting of title by Landlord in lieu reason of such exercisetaking (which date is hereinafter referred to as the “date of the taking”), and Rent shall be apportioned as of such date. If such portion of the New Tower Building shall be so taken so that substantial structural alterations or reconstruction of the New Tower Building shall be necessary as a result of such taking (whether or not the Premises be affected), which alterations or reconstruction Landlord determines will take at least one hundred eighty (180) days to complete, Landlord may, at its option, terminate this Lease and the Term and estate hereby granted as of the date of such vesting of title by notifying Tenant in writing of such termination within sixty (60) days following the date of the taking. Section 13.2 If any part, but less than all, of the Premises shall be so taken and this Lease shall terminate on a date (not be terminated pursuant to Section 13.1, then the "Termination Date") which is the earlier of the date upon which the condemning authority takes possession part so taken shall no longer constitute part of the Premises or but this Lease shall otherwise remain unaffected by such taking; provided, however, that Tenant may elect to terminate the date on which title to the Premises is vested Term in the condemning authority. If event of: (i) a taking of more than twenty-five twenty percent (2520%) of the Rentable Area total RSF of the Premises; or (ii) a taking that has a material adverse effect on Tenant’s access to the New Tower Building or the Premises, if Landlord determines that it will be unable to provide or in fact fails to provide adequate alternative access to the New Tower Building and the Premises is so takenwithin one hundred eighty (180) days thereafter, Tenant shall have the right to cancel this Lease by written giving notice of such election to Landlord given within twenty not later than sixty (2060) days after Tenant’s receipt from Landlord of notice of such taking (describing the Termination Date. If less than twenty-five percent (25%nature and extent of such taking) or the date of the Rentable Area of the Premises is so taken, or if the Tenant does not cancel this Lease according to the preceding sentence, the Monthly Rent shall be abated in the proportion of the Rentable Area of the Premises so taken to the Rentable Area of the Premises immediately before such taking, and Tenant's Share shall be appropriately recalculated. If twenty-five percent (25%) whichever first occurs, or more of the Building or the Project is so taken, Landlord may cancel this Lease by written notice to Tenant given within not later than thirty (30) days after such one hundred eightieth (180th) day, as the Termination Datecase may be. In If notice of termination of this Lease shall be given pursuant to this Section 13.2, then upon such date as may be specified by Tenant by notice to Landlord, which date shall be not earlier than thirty (30) and not later than sixty (60) days after the event date of any such takingTenant’s notice, the entire award Term shall terminate as of the date specified in such notice and Rent shall be paid to Landlord apportioned as of such date of termination. Upon a partial taking and Tenant shall have no right or claim this Lease continuing in force as to any part of such award; however, Tenant shall have the right to assert a claim against the condemning authority in a separate action, so long as Landlord's award is not otherwise reduced, for Tenant's moving expenses and leasehold improvements owned by Tenant.Premises:

Eminent Domain. 17.1 (a) If all or substantially all of the Premises are taken by exercise of the power of eminent domain (Building shall be acquired or conveyed by Landlord in lieu of such exercise) condemned for any public or quasi-public purpose, other than on a temporary basis, this Lease shall terminate on a date (and the "Termination Date") which is the earlier Term shall end as of the date upon which of the condemning authority takes possession vesting of title and rent shall be prorated and adjusted as of such date. (b) If only a part of the Building shall be acquired or condemned then, except as hereinafter provided in this Section 19, this Lease and the Term shall continue in full force and effect, provided that from and after the date of the vesting of title, the rent shall be equitably reduced to reflect the reduction of the Premises as a result of such acquisition or condemnation. (c) If (i) the date on which title to part of the Premises is vested in the condemning authority. If so acquired or condemned contains more than twentythirty-five three percent (2533%) of the Rentable Area total area of the Premises is so takenBuilding and such condemnation lasts for a period of 120 days, or (ii) if, by reason of such acquisition or condemnation, Tenant shall have no longer has reasonable means of access to the right to cancel Premises (including the Building and the parking lot) for more than 120 consecutive days, then Tenant may terminate this Lease by written notice to Landlord given within twenty (20) days after the Termination Date. If less than twenty-five percent (25%) of the Rentable Area of the Premises is so taken, or if the Tenant does not cancel this Lease according to the preceding sentence, the Monthly Rent shall be abated in the proportion of the Rentable Area of the Premises so taken to the Rentable Area of the Premises immediately before such taking, and Tenant's Share shall be appropriately recalculated. If twenty-five percent (25%) or more of the Building or the Project is so taken, Landlord may cancel this Lease by written notice to Tenant given within thirty (30) days after following the Termination Datedate upon which Tenant received notice of such acquisition or condemnation. If Tenant so notifies Landlord, this Lease shall end and expire upon the thirtieth (30th) day following the giving of such notice. If a part of the Premises shall be so acquired or condemned and this Lease and the Term shall not be terminated in accordance with this Section 19 Landlord, at Landlord’s expense, but without requiring Landlord to spend more than it collects as an award, shall, subject to the provisions of any mortgage, restore that part of the Premises not so acquired or condemned to a self-contained rental unit as substantially equivalent as reasonably possible (with respect to character, quality, appearance and services) to that which existed immediately prior to such acquisition or condemnation, excluding Tenant’s Personal Property and Annual Base Rent shall be equitably reduced for the balance of the Term. (d) Upon any termination of this Lease pursuant to the provisions of this Section 19, rent shall be apportioned as of, and shall be paid or refunded up to and including, the date of such termination. This provision shall survive expiration or earlier termination of the Lease. (e) If all or any part of the Premises is acquired or condemned for less than 120 days during the Term for any public or quasi-public use or purpose, Tenant shall give prompt notice to Landlord and the Term shall not be reduced or affected in any way and Tenant shall perform all of its other obligations under this Lease, except to the extent prevented from doing so by the condemning authority, provided that rent shall be proportionally abated for the amount of time any such part of the Premises is unusable by Tenant and Tenant shall be entitled to receive any award or payment from the condemning authority for such use. In the event case of any such takingtaking or condemnation, whether or not the Term of this Lease shall cease and terminate, the entire award shall be paid the property of Landlord, and Tenant hereby assigns to Landlord all its right, title and interest in and to any such award, except that Tenant shall have no right be entitled to claim, prove and receive in the proceedings such awards as may be allowed for moving expenses, loss of profit and fixtures and other equipment installed by it, any improvements which it may or claim is required to remove at the end of the Term of this Lease, and an amount with respect to Tenant’s improvements and alterations (including those described in Article 35) in excess of the then unamortized amount (amortized over ten (10) years) of the Allowance and the Amortized Allowance, and also for any part item which shall not, under the terms of such award; howeverthis Lease, Tenant shall have be or become the right to assert a claim against property of Landlord at the condemning authority in a separate action, so long as Landlord's award is not otherwise reduced, for Tenant's moving expenses termination hereof and leasehold improvements owned any other amount allowed by Tenantlaw.

Eminent Domain. 17.1 Section 13.01 If all more than fifty percent (50%) of the Premises are taken by exercise Demised Premises, fifty percent (50%) of the power existing access to or from the Demised Premises, or fifty percent (50%) of the parking available at the Demised Premises shall be taken for any public or quasi-public use under any statute or by right of eminent domain (domain, or conveyed by Landlord purchase in lieu of thereof and such exercise) taking makes the Demised Premises unusable for the purposes set forth in Article IV, then this Lease shall terminate on a as of the date that possession has been so taken (the "Termination Vesting Date"). (a) which is In the earlier event of the date upon which the condemning authority takes possession a taking of the Premises less than or the date on which title equal to the Premises is vested in the condemning authority. If more than twenty-five fifty percent (2550%) of the Rentable Area Demised Premises, Tenant may elect to terminate this Lease and not restore such Demised Premises if, by reason of the taking, the taking shall result in a diminution in value of more than 20% of the Demised Premises and as a result of such taking Tenant’s business at the Demised Premises has been materially and adversely affected. Tenant’s business at the Demised Premises will be deemed materially adversely affected only if there is so taken(i) a taking of a portion of the Building located at the Premises making reconfiguration uneconomical, (ii) a taking of access to the Demised Premises in which an alternative access provides significantly reduced traffic counts (iii) a taking of a significant number of parking spaces where alternative parking spaces are not available, or (iv) a taking that would preclude use of the Property for its current use under applicable zoning or other use regulations. (b) In the event Tenant elects by reason of any of the foregoing events described in this Article XIII to terminate the Lease as to a Demised Premises (“Condemned Property”), Tenant shall have the right to cancel this Lease by give written notice to Landlord given of its intention to so terminate within twenty ninety (2090) days after the Termination Date. If less than twenty-five percent (25%) formal notice of the Rentable Area proposed taking is given to Tenant, and this Lease shall terminate as of the Premises last day of the calendar month following the month in which such notice is so takengiven. In the event the condemning authority revokes or terminates its condemnation proceeding, or if the Tenant does not cancel this Lease according Landlord, prior to the preceding sentencedate set for termination of this Lease, the Monthly Rent shall be abated in the proportion of the Rentable Area of the Premises so taken to the Rentable Area of the Premises immediately before such takingmay, and Tenant's Share shall be appropriately recalculated. If twenty-five percent (25%) or more of the Building or the Project is so taken, Landlord may cancel this Lease by written notice to Tenant given within thirty (30) days after the Termination DateTenant, elect to rescind such termination. In the event of any such takingtermination, the entire award shall be paid to Landlord and Tenant shall have no right or claim to any part of such award; however, Tenant shall pay to Landlord, prior to such termination date, an amount equal to the Fixed Rent and any then accrued Additional Rent payable under this Lease to the date of such termination, and neither party shall have any further rights or liabilities under this Lease (except for rights and liabilities that explicitly survive termination or expiration of the right Lease as set forth herein). With respect to assert any items of Additional Rent which are payable by Tenant in the event of such termination, but which are not then ascertainable, Tenant shall pay to Landlord an amount equal to such Additional Rent as and when the same is determined. The covenants and agreements with respect to the adjustment and payment of items of Additional Rent shall survive the termination of this Lease. Section 13.03 In the event of a taking resulting in the termination of this Lease with respect to a Condemned Property pursuant to the provisions of Sections 13.01 or 13.02, the parties hereto agree to cooperate in applying for and in prosecuting any claim against for such taking and further agree that the condemning authority aggregate net award shall be distributed as follows: (a) Landlord shall be entitled to the entire award for the Condemned Property. (b) Tenant shall be entitled to any award that may be made for the taking of, or injury to or on account of, any cost or loss Tenant may sustain in a separate actionthe removal of its merchandise, fixtures, moveable trade fixtures and equipment and furnishings, and so long as Landlord's it does not diminish the amount of the award otherwise available to Landlord for the Condemned Property, the award for loss of business and goodwill. (a) In case of a taking of less than or equal to fifty percent (50%) of the Demised Premises, and if this Lease is not terminated as provided in Section 13.02 above, Tenant shall proceed with diligence (subject to reasonable time periods for purposes of adjustment of any award and unavoidable delays) to repair or reconstruct the affected Building to a complete architectural unit (all such repair, reconstruction and work being referred to in this Article as "Reconstruction Work"). Landlord shall reimburse Tenant for the cost of the Reconstruction Work up to and not exceeding the net compensation amount realized by Landlord as a result of such taking (i.e., the gross amount of the compensation received by Landlord from the taking authority less all reasonable costs and expenses incurred by Landlord in pursuing, prosecuting, and/or recovering its claim to such award). All Reconstruction Work shall be performed pursuant to (and subject to) the requirements for Alterations set forth in Article VI. (b) In case of a taking of less than substantially all of the Demised Premises, and if this Lease is not terminated as provided in Section 13.02 above, the monthly Fixed Rent payable hereunder shall, from and after the date of such taking, be reduced by an amount equal to the product of (i) 1/12 multiplied by (ii) 7% multiplied by (iii) the net condemnation proceeds retained by Landlord after the application of any such proceeds to the repair, restoration or replacement necessitated by the condemnation taking. (c) Tenant shall be entitled to claim, prove and receive in any condemnation proceeding such awards as may be allowed for loss of business and goodwill, provided such award shall not diminish the amount of the award otherwise reducedavailable to Landlord for the Demised Premises hereunder. (d) Any compensation for a temporary taking shall be payable to Tenant without participation by Landlord, for Tenant's moving expenses except to the proportionate extent such temporary taking extends beyond the end of the Lease Term, and leasehold improvements owned by Tenantthere shall be no abatement of Rent as a result thereof.

Eminent Domain. 17.1 If In the event all or any portion of the Premises are Real Property, or any access to the Real Property, or any interest in the Real Property is taken or is threatened to be taken by exercise of the power of eminent domain (whether or conveyed not an eminent domain proceeding is actually commenced) prior to Closing, Seller shall immediately notify Purchaser in writing, which notice shall include a description in reasonable detail of the property or interest therein to be taken and Seller’s good faith estimate of the cost to repair or restore any damage to or loss of the Real Property which would be occasioned by Landlord in lieu the taking. In such event, Purchaser may, at its sole election, terminate this Agreement by giving written notice of such exercise) this Lease shall terminate on a date (election to Seller and the "Termination Date") which is Title Company not later than the earlier of (i) the last business day prior to scheduled Closing Date, provided, however, in no event shall Purchaser be required to give notice of such election sooner than five (5) business days after receipt of the Seller’s notice given pursuant to this paragraph, and the Closing shall be adjourned, if necessary, to accommodate such period, or (ii) the fifteenth (15th) calendar day after Purchaser’s receipt of Seller’s notice given pursuant to this paragraph. If Purchaser so elects to terminate this Agreement, such portion of the E▇▇▇▇▇▇ Money required to have been deposited by Purchaser as of the date upon which of termination shall be returned to Purchaser, and all parties shall be released from the condemning authority takes possession of the Premises or the date on which title to the Premises is vested in the condemning authority. If more than twenty-five percent (25%) of the Rentable Area of the Premises is so takensubject contract, Tenant and neither party shall have the right any further rights or obligations under this Agreement except under Section 7, Section 9(b), and this Section 18(c). Purchaser’s failure to cancel this Lease by written give timely notice to Landlord given within twenty (20) days after the Termination Date. If less than twenty-five percent (25%) of the Rentable Area of the Premises is so taken, or if the Tenant does not cancel terminate this Lease according to the preceding sentence, the Monthly Rent Agreement as provided above shall be abated deemed to be an election to proceed to close the transaction in accordance with the proportion terms of the Rentable Area of the Premises so taken to the Rentable Area of the Premises immediately before such taking, and Tenant's Share shall be appropriately recalculated. If twenty-five percent (25%) or more of the Building or the Project is so taken, Landlord may cancel this Lease by written notice to Tenant given within thirty (30) days after the Termination Date. In the event of any such taking, the entire award shall be paid to Landlord and Tenant shall have no right or claim to any part of such award; however, Tenant shall have the right to assert a claim against the condemning authority in a separate action, so long as Landlord's award is not otherwise reduced, for Tenant's moving expenses and leasehold improvements owned by TenantAgreement.

Eminent Domain. 17.1 14.1 If all the Premises or such portion thereof, so as to render the balance unsuitable for the purposes of Tenant, shall be taken by condemnation or right of eminent domain the Tenant, upon written notice is given not later than thirty (30) days after Tenant has been deprived of possession. 14.2 In the event of a partial (less than substantial) taking of the building Tenant shall have the right to terminate this Lease. If Tenant provides clear and convincing evidence to Landlord that any partial taking of the Premises are taken by exercise of would cause the power of eminent domain (or conveyed by Landlord in lieu of such exercise) this Lease shall terminate on a date (the "Termination Date") which is the earlier of the date upon which the condemning authority takes possession remainder of the Premises or the date on which title to the Premises is vested in the condemning authority. If more than twenty-five percent (25%) of the Rentable Area of the Premises is so takenbe impractical for Tenant's purposes, Tenant shall have the right to cancel terminate this Lease. The Tenant may exercise the aforesaid right or rights to terminate this Lease in its entirety as aforesaid by giving written notice to the Landlord given within twenty sixty (2060) days after the Termination Date. If less than twenty-five percent (25%) date of the Rentable Area vesting of the Premises is so takentitle in such proceedings, or if the Tenant does specifying a date not cancel this Lease according to the preceding sentence, the Monthly Rent shall be abated in the proportion of the Rentable Area of the Premises so taken to the Rentable Area of the Premises immediately before such taking, and Tenant's Share shall be appropriately recalculated. If twenty-five percent (25%) or more of the Building or the Project is so taken, Landlord may cancel this Lease by written notice to Tenant given within than 108 thirty (30) days after the Termination Date. giving of such notice as to the date of such termination. 14.3 In the event of any such takingtaking of the Premises or the building designated as 1500 Highway 35, the Ocean, New Jersey, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇ ▇▇▇ entire award shall be paid and Tenant hereby assigns to Landlord any and all right, title and interest of Tenant shall have no right in or claim to any such award or any part of such award; however, thereof and hereby waives all rights against Landlord and the condemning authority except that the Tenant shall have the right to assert a claim against and prove in any such proceeding and to receive any award which may be made, if any, specifically for damages or condemnation of Tenant's movable trade fixtures, leasehold interest and moving expenses, if any. 14.4 In the condemning authority in a separate actionevent that this Lease is not terminated after the eminent domain proceedings, so long as Landlord shall promptly commence to repair or restore the Premises to tenable condition and complete the same with due diligence except for delays caused by (i) Landlord's award is not otherwise reducedinability to obtain materials, (ii) acts of God, (iii) strikes, fire or weather, (iv) acts of governmental authority or any other cause beyond the control of Landlord, and the rent shall be equitably reduced from and after the date title vests in the condemnor for Tenant's moving expenses the balance of the term by taking into account the character and leasehold improvements owned by Tenantamount of the taking.

Eminent Domain. 17.1 If all SECTION 10.1 In the event that at any time during the term of this Lease the whole or any part of the Leased Premises are shall be taken by any lawful power by the exercise of the power right of eminent domain for any public or quasi-public purpose the following provisions shall be applicable: To the extent any compensation received by KCS is for improvements paid for by LESSEE, a percentage of the amount received by KCS for such improvements paid for by LESSEE equal to the amount received by KCS for such improvement multiplied by percentage which has numerator equal to the number of years remaining in the then current term of the Agreement and a denominator equal to ten (10). 10.1.1 If such proceedings shall result in the taking of the whole or conveyed by Landlord a portion of the Leased Premises that materially interferes with LESSEE’s use of the Leased Premises for railroad purposes, LESSEE shall have the right, upon written notice to KCS, to terminate this Lease in lieu of such exercise) its entirety. In that event, and subject to any necessary regulatory approvals or exemptions, this Lease shall terminate and expire on a date (the "Termination Date") which is the earlier of the date upon which the condemning authority takes possession of the Premises or the date on which title to the Leased Premises is vested vests in the condemning authority. If more than twenty-five percent (25%) , and the rent and other sums or charges provided in this Lease shall be adjusted as of the Rentable Area date of such vesting. 10.1.2 If such proceeding shall result in the taking of less than all of the Leased Premises is so taken, Tenant shall have the right to cancel this Lease by written notice to Landlord given within twenty (20) days after the Termination Date. If less than twenty-five percent (25%) which does not materially interfere with LESSEE’s use of the Rentable Area Leased Premises for railroad purposes, then the Lease shall continue for the balance of its term as to the part of the Leased Premises is so takenremaining, without any reduction, abatement or if effect upon the Tenant does not cancel rent or any other sum or charge to be paid by the LESSEE under the provisions of this Lease according to the preceding sentenceLease. 10.1.3 Except as otherwise expressly provided in this Section, the Monthly Rent KCS shall be abated in entitled to any and all funds payable for the proportion total or partial taking of the Rentable Area of the Leased Premises so taken to the Rentable Area of the Premises immediately before such takingwithout any participation by LESSEE; provided, and Tenant's Share however, that nothing contained herein shall be appropriately recalculated. If twenty-five percent (25%) or more of the Building or the Project is so taken, Landlord may cancel this Lease by written notice construed to Tenant given within thirty (30) days after the Termination Date. In the event of preclude LESSEE from prosecuting any such taking, the entire award shall be paid to Landlord and Tenant shall have no right or claim to any part of such award; however, Tenant shall have the right to assert a claim directly against the condemning authority for loss of its business or for the value of its leasehold estate. 10.1.4 Each party shall provide prompt notice to the other party of any eminent domain proceeding involving the Leased Premises. Each party shall be entitled to participate in a separate actionany such proceeding, so long as Landlord's award is not otherwise reducedat its own expense, and to consult with the other party, its attorneys, and experts. LESSEE and KCS shall make-all reasonable efforts to cooperate with each other in the defense of such proceedings and to use their best efforts to ensure LESSEE’s continued ability to use the Leased Premises for Tenant's moving expenses and leasehold improvements owned by Tenantthe conduct of freight railroad operations. SECTION 11.1 [**] SECTION 11.2 IN THE PERFORMANCE OF THIS LEASE, LESSEE SHALL COMPLY WITH ALL APPLICABLE FEDERAL, STATE AND LOCAL GOVERNMENTAL STATUTES, ORDINANCES, ORDERS AND

Eminent Domain. 17.1 Section 13.01 If all more than fifty percent (50%) of any Demised Premises, or more than fifty percent (50%) of the Premises are existing access to or from any Demised Premises, shall be taken for any public or quasi-public use under any statute or by exercise of the power right of eminent domain (domain, or conveyed by Landlord purchase in lieu of thereof and such exercise) taking makes the Demised Premises unusable for the purposes set forth in Article IV, then this Lease shall terminate on a as to such Demised Premises as of the date that possession has been so taken (the "Termination Vesting Date"). (a) which is In the earlier event of the date upon which the condemning authority takes possession a taking of the less than fifty percent (50%) of any Demised Premises or the date on which title to the Premises is vested in the condemning authority. If more than twenty-five fifty percent (2550%) of the Rentable Area access thereto, Tenant may elect to terminate this Lease as to such entire Demised Premises(and not just the portion thereof so taken) and not restore such Demised Premises if, by reason of the taking, the taking shall result in a diminution in value of more than 20% of the Demised Premises and as a result of such taking Tenant's business at the Demised Premises has been materially and adversely affected. Tenant's business at the Demised Premises will be deemed materially adversely affected only if there is so taken(i) a taking of a portion of the building located at the Premises making reconfiguration uneconomical, (ii) a taking of access to the Demised Premises in which an alternative access provides significantly reduced traffic counts (iii) a taking of a significant number of parking spaces where alternative parking spaces are not available, or (iv) a taking that would preclude use of the Property for its current use under applicable zoning or other use regulations. (b) In the event Tenant elects by reason of any of the foregoing events described in this Article XIII to terminate the Lease as to a Demised Premises ("Condemned Property"), Tenant shall have give written notice to Landlord of its intention to so terminate within ninety (90) days after formal notice of the right proposed taking is given to cancel Tenant, and this Lease shall terminate with respect to the Condemned Property as of the last day of the calendar month following the month in which such notice is given. In the event the condemning authority revokes or terminates its condemnation proceeding, (i) Landlord, prior to the date set for termination of this Lease with respect to the Condemned Property, may, by notice to Tenant, elect to rescind such termination; and (ii) if Landlord has not re-leased or otherwise entered into an agreement with a third party regarding Tenant's leasehold interest on or before such date, Tenant may, by written notice to Landlord given within twenty (20) days after the Termination Date. If less than twenty-five percent (25%) of the Rentable Area of the Premises is so taken, or if the Tenant does not cancel this Lease according prior to the preceding sentencedate set for termination, the Monthly Rent shall be abated in the proportion of the Rentable Area of the Premises so taken elect to the Rentable Area of the Premises immediately before rescind such taking, and Tenant's Share shall be appropriately recalculated. If twenty-five percent (25%) or more of the Building or the Project is so taken, Landlord may cancel this Lease by written notice to Tenant given within thirty (30) days after the Termination Datetermination. In the event of any such takingtermination, the entire award shall be paid to Landlord and Tenant shall have no right or claim to any part of such award; however, Tenant shall pay to Landlord, prior to such termination date, an amount equal to the Fixed Rent and any then accrued Additional Rent in each case payable under this Lease to the date of such termination, and neither party shall have any further rights or liabilities under this Lease with respect to the right Condemned Property (except for rights and liabilities that explicitly survive termination or expiration of the Lease as set forth herein). With respect to assert any items of Additional Rent which are payable by Tenant in the event of such termination, but which are not then ascertainable, Tenant shall pay to Landlord an amount equal to such Additional Rent as and when the same is determined. The covenants and agreements with respect to the adjustment and payment of items of Additional Rent shall survive the termination of this Lease. Section 13.03 In the event of a taking resulting in the termination of this Lease with respect to a Condemned Property pursuant to the provisions of Sections 13.01 or 13.02, the parties hereto agree to cooperate in applying for and in prosecuting any claim against for such taking and further agree that the condemning authority aggregate net award shall be distributed as follows: (a) Landlord shall be entitled to the entire award for the Condemned Property. (b) Tenant shall be entitled to any award that may be made for the taking of, or injury to or on account of, any cost or loss Tenant may sustain in a separate actionthe removal of its merchandise, fixtures, moveable trade fixtures and equipment and furnishings, and so long as Landlord's it does not diminish the amount of the award otherwise available to Landlord for the Condemned Property, the award for loss of business and goodwill. (a) In case of a taking of less than fifty percent (50%) of any Demised Premises or fifty percent (50%) of the access thereto, and if this Lease is not terminated as provided in Section 13.02 above, Tenant shall proceed with diligence (subject to reasonable time periods for purposes of adjustment of any award and unavoidable delays) to repair or reconstruct the affected Building to a complete architectural unit (all such repair, reconstruction and work being referred to in this Article as "Reconstruction Work"). Landlord shall reimburse Tenant for the cost of the Reconstruction Work up to and not exceeding the net compensation amount realized by Landlord as a result of such taking (i.e., the gross amount of the compensation received by Landlord from the taking authority less all costs and expenses reasonably incurred by Landlord in pursuing, prosecuting, and/or recovering its claim to such award). All Reconstruction Work shall be performed pursuant to (and subject to) the requirements for Alterations set forth in Article VI. (b) In case of a taking of less than fifty percent (50%) Demised Premises, or less than fifty percent (50%) of the access thereto, and if this Lease is not terminated as provided in Section 13.02 above, the Fixed Rent payable hereunder shall, from and after the date of such taking, be reduced by an amount equal to the product of (i) 1/12 multiplied by (ii) 9% multiplied by (iii) the net condemnation proceeds retained by Landlord after the application of any such proceeds to the repair, restoration or replacement necessitated by the condemnation taking. (c) As more particularly set forth in Section 13.03(b) above, Tenant shall be entitled to claim, prove and receive in any condemnation proceeding such awards as may be allowed for loss of business and goodwill, provided such award shall not diminish the amount of the award otherwise reducedavailable to Landlord for the Demised Premises hereunder. (d) Any compensation for a temporary taking shall be payable to Tenant without participation by Landlord, for Tenant's moving expenses except to the proportionate extent such temporary taking extends beyond the end of the Lease Term, and leasehold improvements owned there shall be no abatement of Rent as a result thereof. Section 13.05 If this Lease is terminated with respect to a Casualty Property or a Condemned Property, the Fixed Rent due after the termination of the Lease shall be reduced by Tenant.the amount of the Fixed Rent allocable to such Casualty Property or Condemnation Property pursuant to Exhibit E.

Eminent Domain. 17.1 If all of the Premises are taken by exercise of the power of eminent domain (or conveyed by Landlord in lieu of such exercise) this Lease shall terminate on a date (the "“Termination Date"”) which is the earlier of the date upon which the condemning authority takes possession of the Premises or the date on which title to the Premises is vested in the condemning authority. If more than twenty-five fifty percent (2550%) of the Rentable Area of the Premises is are so taken, Tenant shall will have the right to cancel this Lease by written notice to Landlord given within twenty (20) days after the Termination Date, which termination shall be effective when such notice is given by Tenant. If less than twenty-five fifty percent (2550%) of the Rentable Area of the Premises is are so taken, or if the Tenant does not cancel this Lease according to the preceding sentence, the Monthly Base Rent shall be abated in the proportion of the Rentable Area rentable area of the Premises so taken to the Rentable Area rentable area of the Premises immediately before such taking, and Tenant's ’s Proportionate Share shall be appropriately recalculated. If twenty-five percent (25%) or more of the Building or the Project is so taken, Landlord may cancel this Lease by written notice to Tenant given within thirty (30) days after the Termination Date, which termination shall be effective when such notice is given by Landlord. In the event of any such taking, the entire award shall be paid to Landlord Landlord, and Tenant shall will have no right or claim to any part of such award; however, Tenant shall have the right to assert a claim against the condemning authority in a separate action, so long as Landlord's ’s award is not otherwise reduced, for Tenant's ’s moving expenses and leasehold improvements owned by Tenant.

Eminent Domain. 17.1 If all SECTION 23.1 In the event of the Premises are taken a taking for any public or quasi-public use or purpose by any lawful power or authority by exercise of the power right of condemnation or eminent domain or by agreement between Landlord and those having the authority to exercise such right (hereinafter called a "Taking") of the entire Demised Premises or conveyed such substantial portion thereof so that the balance of the Demised Premises is not suitable for the conduct of Tenant's normal business operations therein, then this Lease and the terms hereof shall cease and expire on the date of transfer of possession in connection with the Taking. SECTION 23.2 In the event of: (a) a Taking of any portion of, the Demised Premises as a result of which this Lease is not terminated pursuant to Section 23.1; or (b) a Taking resulting in a reduction of more than fifteen (15%) percent of the parking spaces within a radius of one hundred (100) feet of the front entrance to the Demised Premises (unless landlord provides adequate and sufficient and reasonably convenient additional parking in substitution therefor); or (c) a Taking of more than forty (40%) percent of the leasable space at the Shopping Center (whether or not any portion of Demised Premises is included in the Taking) or (d) a permanent denial or substantial impairment of adequate access to the Shopping Center and Demised Premises, then, in such event, Landlord or Tenant may, at its option, terminate this Lease by giving notice of termination to the other within sixty (60) days after receipt by Tenant of notice that the Taking will occur, such notice of termination to be effective as of the date of transfer of possession in connection with the Taking. SECTION 23.3 In the event this Lease is not terminated pursuant to Sections 23.1 or 23.2, then Landlord shall promptly commence and with due diligence continue to restore the portion of the Shopping Center and the Demised Premises remaining after the Taking to substantially the same condition and tenantability as existed immediately preceding the Taking, to the extent such restoration may be accomplished with the available net proceeds of the award or payment to Landlord in lieu connection with the taking. During the period of restoration by Landlord, if the Taking or such exerciserestoration shall cause a material adverse impact on Tenant's business at Demised Premises, Basic Annual Rent and additional rent shall be abated and adjusted in an equitable fashion. Upon completion of the restoration, basic Annual Rent and additional rent shall also be abated and adjusted in such manner as shall be just and equitable. In the event that Landlord shall fail to commence such restoration as hereinabove required, or if such restoration shall not be completed within eighteen (18) months from and after the date of transfer of possession in connection with Taking, then, in either such event, Tenant shall have the right, as its exclusive remedy, to terminate this Lease by notice to Landlord, such notice to specify the effective date of termination. SECTION 23.4 Whether or not this Lease shall terminate on a date (the "Termination Date") which is the earlier of the date upon which the condemning authority takes possession of the Premises or the date on which title be terminated pursuant to the Premises is vested in the condemning authority. If more than twenty-five percent (25%) preceding Sections of the Rentable Area of the Premises is so takenthis Article, Tenant shall have the right in connection with any Taking to cancel this Lease assert all claims available to it for loss of leasehold improvements, trade fixtures and equipment, and such other terms of loss or damage as Tenant shall suffer as a result of the Taking with respect to which Tenant shall, from time to time under applicable law, be permitted to make an independent claim, provided that such claim by written notice Tenant will not reduce the award or payment to Landlord given within twenty (20) days after in connection with the Termination DateTaking. If less than twenty-five percent (25%) Notwithstanding the foregoing, it is understood and agreed that Tenant shall have not claim against the Taking authority or against the Landlord for the loss of the Rentable Area value of any remaining portion of Tenant's leasehold hereunder, and Tenant hereby assigns to Landlord all rights and claims with respect to the loss of leasehold value. SECTION 23.5 Notwithstanding any provision of this Article, in no event shall Landlord be obligated to expend, in connection with repair or restoration of the Demised Premises is so takenpursuant to this Article, or if the Tenant does not cancel this Lease according to the preceding sentence, the Monthly Rent shall be abated any amount in the proportion excess of the Rentable Area of award or payment in connection with the Premises so taken to the Rentable Area of the Premises immediately before such taking, and Tenant's Share shall be appropriately recalculated. If twenty-five percent (25%) or more of the Building or the Project is so taken, Landlord may cancel this Lease by written notice to Tenant given within thirty (30) days after the Termination DateTaking. In the event of any that such taking, the entire award or payment shall be paid to Landlord and Tenant insufficient for the repair or restoration or in the event that Landlord's mortgagee shall have no right apply all or claim to any part portion of such award; howeveraward of payment to the reduction of the indebtedness secured by such mortgage, Tenant then to the extent of such unavailable award or payment, Landlord shall have be excused from the right to assert a claim against the condemning authority in a separate action, so long as Landlord's award is not otherwise reduced, for Tenant's moving expenses and leasehold improvements owned by Tenantperformance of repair or restoration work hereunder.

Eminent Domain. 17.1 18.01. If all the whole or any part of the Demised Premises are shall be taken in any condem-nation proceedings or by right of the exercise of eminent domain or private purchase in lieu thereof by a public body vested with the power of eminent domain (or conveyed by Landlord in lieu domain, then, the Tenant and all rights of the Tenant hereunder shall immediately cease and terminate, and the Rent shall be apportioned and paid to the date of such exercise) this Lease shall terminate on termination. 18.02. If a date (the "Termination Date") which is the earlier portion of the date upon which Building other than the condemning authority takes possession of the Premises or the date on which title to the Premises is vested in the condemning authority. If more than twenty-five percent (25%) of the Rentable Area of the Demised Premises is so taken, Tenant then Landlord shall have the right to cancel this Lease elect to terminate the Term and all rights of Tenant hereunder effective on the date specified by Landlord in a written notice to Landlord given within twenty (20) days after the Termination DateTenant. If less than twenty-five percent (25%) of the Rentable Area of the Premises is so taken, or if the Tenant does not cancel this Lease according to the preceding sentence, the Monthly Rent shall be abated in the proportion of the Rentable Area of the Premises so taken to the Rentable Area of the Premises immediately before such taking, and Tenant's Share shall be appropriately recalculated. If twenty-five percent (25%) or more a portion of the Building other than the Demised Premises that is taken materially affects Tenant’s use or occupancy of the Project is so takenDemised Premises, Landlord may cancel this Lease Tenant also shall have the right to elect to terminate the Term by written notice to Tenant given within thirty (30) days after written notice to Landlord of such termination. If Landlord shall not so elect to terminate the Termination DateTerm, then this Lease shall remain unaffected by such taking and Landlord shall, to the extent funds are available out of the award received, restore the Building to a useable condition and as nearly as practicable to its condition prior to such taking. 18.03. In the event The entire award payable as a result of any such taking, the entire award taking shall be paid to Landlord the sole property of Landlord, and Tenant shall have no right or claim to any part such award on account of such award; however, the value of this leasehold estate and shall not be entitled to participate in the proceeding. Tenant shall have be entitled to pursue any separate award to which the right to assert a claim against the condemning authority in a separate action, so long as Landlord's award is not otherwise reduced, law may entitle Tenant for Tenant's moving expenses and leasehold improvements owned by Tenantlike matters that does not reduce the award to Landlord.

Eminent Domain. 17.1 If all or any portion of the Premises are is taken from Tenant by exercise of the power of eminent domain or condemned by any competent authority (the “Condemning Authority") for any public or conveyed by quasi-public use or purpose, or if Landlord shall grant a deed or other instrument in lieu of and under the threat of such exercise) taking by eminent domain or condemnation (all of which is referred to in this paragraph as being “Condemned”. or as a “Condemnation"), this Lease shall terminate on a date (as to the "Termination Date") which is the earlier part so taken as of the date upon which the condemning authority Condemning Authority takes possession of the Premises title or the date on which title to the Premises is vested in the condemning authoritypossession, whichever occurs first. If more than twenty-five ten percent (25%) of the Rentable Area of the Premises is so taken, Tenant shall have the right to cancel this Lease by written notice to Landlord given within twenty (20) days after the Termination Date. If less than twenty-five percent (25%) of the Rentable Area of the Premises is so taken, or if the Tenant does not cancel this Lease according to the preceding sentence, the Monthly Rent shall be abated in the proportion of the Rentable Area of the Premises so taken to the Rentable Area of the Premises immediately before such taking, and Tenant's Share shall be appropriately recalculated. If twenty-five percent (2510%) or more of the Building Premises are Condemned, or if so much of the Project is so takenparking 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 may cancel shall have the option to terminate this Lease by written upon ninety (90) days’ notice to Tenant Tenant, provided such notice is given within thirty no later than one hundred eighty (30180) days after the Termination Datedate of the Condemnation. In If less than all of the event Premises is Condemned and if Landlord does not elect to terminate this Lease, then this Lease shall remain in full force and effect as to the portion of any such takingthe Premises remaining, except that the 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. The entire award or payment in connection with any Condemnation shall be paid to Landlord and the property of Landlord, whether such award or payment is made as compensation for diminution of value of the leasehold or for the taking of the fee or as severance damages; provided, however, that Tenant shall have no right or claim be entitled to any part of such award; howevercompensation, Tenant shall have the right if separately awarded to assert a claim against the condemning authority in a separate action, so long as Landlord's award is not otherwise reducedTenant, for Tenant's moving ’s relocation expenses and/or loss of Tenant’s trade fixtures. Tenant hereby waives any and leasehold improvements owned by Tenantall rights it might otherwise have pursuant to Section 1265.130 of the California Code of Civil Procedure.

Eminent Domain. 17.1 If all of the Premises are taken by exercise of the power of eminent domain (or conveyed by Landlord in lieu of such exercise) this Lease shall terminate on a date (the "Termination Date") which is the earlier of the date upon which the condemning authority takes possession of the Premises or the date on which title to the Premises is vested in the condemning authority. If more than twenty-five fifty percent (25%) of the Rentable Area of the Premises is so taken, Tenant shall have the right to cancel this Lease by written notice to Landlord given within twenty (20) days after the Termination Date. If less than twenty-five percent (25%) of the Rentable Area of the Premises is so taken, or if the Tenant does not cancel this Lease according to the preceding sentence, the Monthly Rent shall be abated in the proportion of the Rentable Area of the Premises so taken to the Rentable Area of the Premises immediately before such taking, and Tenant's Share shall be appropriately recalculated. If twenty-five percent (2550%) or more of the Building floor area of the Leased Premises shall be taken or condemned by any governmental authority (including, for purposes of this Article X, any purchase by such governmental authority in lieu of a taking), then either party may elect to terminate this Lease by giving notice to the Project is so takenother party not more than ninety (90) days after the date on which such title shall vest in the authority. If the parking facilities are reduced below the minimum parking requirements imposed by the applicable authorities, Landlord may cancel elect to terminate this Lease by giving Tenant notice within one hundred eighty (180) days after such taking. In addition, if any Major Tenant shall terminate its lease with Landlord, pursuant to a taking of its store, Landlord may terminate this Lease by written notice to Tenant given within thirty ninety (3090) days after the Termination Datenotice to Landlord that such Major Tenant is terminating its lease. In the event case of any such takingtaking or condemnation, whether or not the Term of this Lease shall cease and terminate, the entire award shall be paid to Landlord and Tenant shall have no right or claim to any part the property of such awardLandlord; provided, however, Tenant shall have the right be entitled to assert a claim against the condemning authority in a separate action, so long any award as Landlord's award is may be made for trade fixtures and other equipment (not otherwise reduced, for including any Tenant's moving expenses Work required or permitted under this Lease) which under the terms of this Lease would not have become the property of Landlord; further provided, that any such award to Tenant shall not be in diminution of any award otherwise to be made to Landlord in the absence of such award to Tenant. The provisions of this Lease constitute an express agreement between Landlord and leasehold improvements owned by TenantTenant with respect to any condemnation or taking of all or any portion of the Leased Premises or any other portion of the Shopping Center, and Landlord and Tenant agree that Section 1265.130 of the California Code of Civil Procedure shall have no application to this Lease or any taking or condemnation of all or any portion of the Leased Premises or any other portion of the Shopping Center.

Eminent Domain. 17.1 If In the event that at any time or from time to time prior to the Closing, any proceedings shall be commenced or consummated for the taking of any part or all of the Premises are taken by exercise of for public or quasi-public use pursuant to the power of eminent domain or otherwise, the Seller shall forthwith give written notice thereof to the Purchaser, provided, however, that the commencement or completion of the same shall have no effect on this Agreement unless the Purchaser by reason thereof elects, at its option, within fifteen (or conveyed 15) days of receipt by Landlord in lieu it of the Seller's notice of such exercisetaking (and, if applicable, the Closing shall be extended to afford Purchaser such fifteen (15) day period), to cancel this Lease shall terminate on a date (the "Termination Date") which is the earlier of the date upon which the condemning authority takes possession of the Premises or the date on which title Agreement by giving written notice thereof to the Premises is vested in Seller to such effect, and upon the condemning authority. If more than twenty-five percent (25%) giving of such notice, the Rentable Area Escrow Agent shall promptly return the Deposit to the Purchaser, and this Agreement shall become null and void and of no further force or effect, with neither party having any further rights or liabilities hereunder, except for those obligations that, pursuant to the Premises is so takenexpress terms hereof, Tenant survive the termination of this Agreement, provided that the Purchaser shall not have the right to cancel this Lease by written notice Agreement pursuant to Landlord given within twenty (20) days after this Section 10 unless the Termination Datetaking is a "substantial" taking. If less than twenty-five percent (25%) of the Rentable Area A taking or condemnation of the Premises is so taken, or if the Tenant does not cancel this Lease according to the preceding sentence, the Monthly Rent shall be abated in the proportion of the Rentable Area of the Premises so taken to the Rentable Area of the Premises immediately before such taking, and Tenant's Share shall be appropriately recalculated. If twenty-five percent (25%) deemed "substantial" if any one or more of the Building following shall be true: (i) such taking or condemnation materially adversely affects any right of access to the Project is so takenPremises, Landlord may cancel this Lease by written notice (ii) such taking or condemnation involves more than the equivalent of Two Hundred and Fifty Thousand Dollars ($250,000.00) in value, (iii) such taking or condemnation gives any tenant of the Premises the right to Tenant given within thirty cause the termination of its lease in whole or in part and such tenant exercises such right (30provided that (A) the aforesaid fifteen (15) day period, and the Closing, if necessary, shall be extended for up to sixty (60) days after in order to determine if any such tenants have in fact exercised such right; and tenants who have not elected by then shall be deemed to have exercised such right, and (B) for any tenant or tenants that in the Termination Dateaggregate lease not more than 5,000 square feet who have exercised (or have been deemed to have exercised) such option, the Seller may void the Purchaser's termination of the Agreement by having the Seller (guaranteed by ▇▇▇▇▇ ▇. ▇▇▇▇) lease the space in question for not less than five (5) years on all of the same terms and conditions as the terminated Lease or Leases), (iv) such taking or condemnation materially adversely affects any utility facilities serving the Premises, or (v) such taking or condemnation gives any tenant of the Premises the right to ▇▇▇▇▇, offset or reduce the amount of rent payable under its lease other than during restoration, and if not included in the award, the Purchaser shall receive, at the Closing, an amount equal to the amount of abated rent during restoration. In the event that, notwithstanding the commencement of any such proceedings or the completion of any such taking, the entire award Purchaser shall be paid to Landlord and Tenant not elect to, or shall have no right or claim to any part of such award; however, Tenant shall not have the right to, cancel this Agreement, then, the Seller shall consult with the Purchaser with respect to assert a claim against such proceedings and any and all settlement discussions with respect thereto (and if the condemning authority settlement discussions are subsequent to the expiration of the Due Diligence Period, (x) the Seller shall allow the Purchaser to participate therein, and (y) the Seller shall not settle the same without the Purchaser's consent), and, upon Closing, the Seller shall pay if received or assign any and all rights of the Seller, in a separate action, so long as Landlord's award is not otherwise reduced, or to all awards and other compensation for Tenant's moving expenses any such taking to the Purchaser and leasehold improvements owned by Tenantthe Purchaser shall close in accordance with this Agreement.

Eminent Domain. 17.1 Section 11.1. If all the whole of either of the Premises are taken by exercise Buildings shall be acquired or condemned for any public or quasi-public use or purpose, this Real Estate Lease and the Term shall end with respect to both Buildings as of the power date of eminent domain the vesting of title with the same effect as if said date were the Fixed Expiration Date. If only a part of a Building shall be so acquired or condemned then, (i) except as provided in clause (ii) of this Section 11.1, this Real Estate Lease and the Term shall continue in force and effect; (ii) if (a) the part of the Building so acquired or conveyed condemned shall contain more than ten percent (10%) the total area of the affected Building immediately prior to such acquisition or condemnation, or (b) by Landlord in lieu reason of such exerciseacquisition or condemnation, Landlord deems it uneconomic in its judgment to restore the affected Building, or (c) this Lease Tenant no longer has reasonable means of access to the affected Building or (d) Landlord or Tenant reasonably shall terminate on a date determine the remainder of the affected Building is unsuitable for the business conducted therein, Landlord or Tenant, at their option, may give to the other, no later than sixty (the "Termination Date"60) which is the earlier of days next following the date upon which the condemning authority takes possession either party shall have received notice of the Premises proposed condemnation or the date on which title to the Premises is vested in the condemning authority. If more than twenty-five percent (25%) of the Rentable Area of the Premises is so takenacquisition, Tenant shall have the right to cancel this Lease by written notice to Landlord given within twenty (20) days after the Termination Date. If less than twenty-five percent (25%) of the Rentable Area of the Premises is so taken, or if the Tenant does not cancel this Lease according to the preceding sentence, the Monthly Rent shall be abated in the proportion of the Rentable Area of the Premises so taken to the Rentable Area of the Premises immediately before such taking, and Tenant's Share shall be appropriately recalculated. If twenty-five percent (25%) or more of the Building or the Project is so taken, Landlord may cancel this Lease by written notice to Tenant given within thirty (30) days days’ notice of termination with respect to both Buildings in the form of Exhibit C. If any such notice of termination is given by Landlord or Tenant, Landlord shall pay the applicable Early Termination Amount to Tenant on the thirtieth (30th) day after such notice is given. The receipt by Tenant of the Early Termination DateAmount in the manner provided in Section 38.11 hereof is a condition precedent to the effective termination of this Real Estate Lease. If a part of a Building shall be so acquired or condemned, and if neither party elects to terminate this Real Estate Lease pursuant to the foregoing provisions of this Section 11.1, Landlord, at Landlord’s expense, shall restore or cause to be restored that part of the affected building not so acquired or condemned and the Rental payable under this Real Estate Lease shall not be reduced by reason thereof. Section 11.2. In the event of any such takingacquisition or condemnation of all or any part of a Building, Landlord shall be entitled to receive the award for any such acquisition or condemnation; provided that, if Landlord shall fail to pay the relevant Early Termination Amount on the due date thereof, Landlord’s right to receive any such award up to an amount equal to any Early Termination Amount then due and payable shall be deemed to be assigned to Tenant and any such assignment shall be deemed to be effective on the Effective Date. Section 11.3. If the whole or any part of a Building shall be condemned temporarily during the Term for any public or quasi-public use or purpose, the entire award Term shall not be paid to Landlord reduced or affected in any way and Tenant shall have no right continue to pay in full all items of Rental payable by Tenant hereunder without reduction or claim to any part of such award; howeverabatement, and Tenant shall have the right be entitled to assert a claim against the condemning authority in a separate action, so long as Landlord's receive for itself any award is not otherwise reduced, or payments for Tenant's moving expenses and leasehold improvements owned by Tenantsuch use.

Eminent Domain. 17.1 If 25.1 In the event that all of the Land, the Building or the Premises shall be acquired or condemned by eminent domain or access to the Building or the Premises shall be permanently and materially restricted or reduced, this Lease shall terminate as of the date of the vesting of title in the condemning authority as if said date were the Expiration Date. If only a part of the Premises shall be so acquired or condemned then, except as otherwise provided in this Article, this Lease shall continue in full force and effect, but from and after the date of the vesting of title, the Base Rent shall be reduced by an amount equal to the product obtained by multiplying (i) the Base Rent in effect immediately prior to such condemnation by (ii) a fraction, the numerator of which is the number of rentable square feet of the Premises taken and the denominator of which is the number of rentable square feet of the Premises immediately prior to the condemnation. Tenant’s Proportionate Share shall also be reduced to equal a fraction, the numerator of which is the number of rentable square feet of the Premises after the taking and the denominator of which is the number of rentable square feet of the Building after the taking. The Floor Common Area Proportionate Share for the Premises on any floor of the Building shall also be reduced to equal a fraction, the numerator of which is the number of rentable square feet of the Premises on such floor of the Building after the taking and the denominator of which is the number of rentable square feet of such floor of the Building after the taking. The aforesaid calculations shall be reasonably determined by Landlord, whose calculations shall be conclusive absent manifest error. 25.2 If such a part of the Land or the Building shall be so acquired or condemned so that continued operation of the remaining portion of the Building shall be impracticable or uneconomical as reasonably determined by Landlord, then (i) whether or not the Premises shall be affected, Landlord may, within ninety (90) days following the date of vesting of title, give Tenant thirty (30) days’ Notice of termination of this Lease or (ii) if more than fifteen percent (15%) of the total area of the then Premises is acquired or condemned, and the taking of such portion of the Premises renders the balance of the Premises unusable by Tenant for the Permitted Use, Tenant may, within ninety (90) days following the date upon which Tenant shall have received Notice of vesting of title, give to Landlord thirty (30) days’ Notice of termination of this Lease. In the event any such thirty (30) day Notice of termination is given by Landlord or Tenant, this Lease shall terminate upon the expiration of said thirty (30) days with the same effect as if that date were the Expiration Date, without prejudice to Landlord’s or Tenant’s rights under this Lease in effect prior to such termination, and Rent shall be apportioned as of such date or sooner termination. 25.3 In the event of any such acquisition or condemnation of all or any part of the Land or the Building, Landlord shall receive the entire award for any such acquisition or condemnation. Tenant shall have no claim against Landlord or the condemning authority for the value of any unexpired portion of the Term and agrees not to join in any claim made by Landlord and to execute all further documents that may be required in order to facilitate the collection of the award by Landlord. If the condemnation affects the Premises, Tenant shall, however, retain the right to make a separate claim for (i) the value of any personal property taken, (ii) its moving expenses, and (iii) its loss of business; provided same does not diminish or delay the award otherwise obtainable by Landlord. 25.4 Upon Landlord’s receipt of the condemnation award referred to in Section 25.3, and provided that this Lease has not been terminated pursuant to the provisions of Section 25.1 or Section 25.2, Landlord shall promptly perform Landlord’s Restoration Work to the extent such condemnation award is sufficient for such purpose, the Superior Mortgagee has agreed in writing to advance the condemnation award to Landlord for the performance of Landlord’s Restoration Work and provided Landlord receives all permits and approvals necessary to perform Landlord’s Restoration Work and all such permits and approvals are final and nonappealable (or the time for appeal has expired). Tenant shall perform Tenant’s Restoration Work (to the extent that the same would not be performed by Landlord’s restoration of the Building to the level of a Building standard “white box”) whether or not Tenant’s award is sufficient for such purpose. Notwithstanding the provisions of Section 24.4 and 25.4 hereof, if Landlord shall advise Tenant that the period necessary to Substantially Complete Landlord’s Restoration Work exceeds two hundred and seventy (270) days, Tenant shall have the right to terminate this Lease, subject to the terms of this Section 25.4, by giving Notice to Landlord as promptly as possible, but in no event more than thirty (30) days from receipt of Landlord’s Notice from Landlord. If the period necessary to Substantially Complete Landlord’s Restoration Work is less than two hundred and seventy (270) days, Landlord shall proceed to Substantially Complete Landlord’s Restoration Work and Tenant shall have no right to terminate this Lease. In the event Landlord does not Substantially Complete Landlord’s Restoration Work within two hundred and forty (240) days from the date Landlord receives the condemnation award, as such date may be extended by up to thirty (30) days on account of (i) Tenant Delay or (ii) delays in Tenant’s performance of Tenant’s Restoration Work which result in delays in the performance of Landlord’s Restoration Work or (iii) Force Majeure, or if Landlord gives Tenant Notice that the time necessary to Substantially Complete Landlord’s Restoration Work exceeds two hundred and seventy (270) days, Tenant may serve Notice on Landlord (and sublandlord under the Sublease) that this Lease (together with a termination of the Sublease) shall automatically terminate on the thirtieth (30th) day following the date of such Notice as if such termination date were the Expiration Date, without prejudice to Landlord’s and Tenant’s rights under this Lease, unless within thirty (30) days after Landlord’s receipt of such Notice, Landlord shall have Substantially Completed Landlord’s Restoration Work, in which case Tenant shall have no further right to terminate this Lease (or the Sublease) pursuant to this Section 25.4 (or any similar provision of the Sublease). In addition to the foregoing, Tenant shall also have a right to terminate this Lease with respect to the 25th Floor Premises only if, as a result of an acquisition or taking before the Lease Commencement Date for the 25th Floor Premises, Tenant is permitted to and does in fact terminate the Sublease in accordance and pursuant to the terms and provisions thereof as they currently exist without modification or compensation of any kind being exchanged; and Tenant shall thereafter have a right to terminate this Lease with respect to the 37th Floor Premises on December 31, 2010 or on the first anniversary of the date of termination of this Lease with respect to the 25th Floor Premises, whichever is later. 25.5 If the temporary use or occupancy of all or part of the Premises shall be condemned or taken, this Lease shall remain unaffected by such condemnation or taking and Tenant shall continue to be responsible for all of its obligations hereunder (except to the extent prevented from so doing by reason of such condemnation or taking) and it shall continue to pay the Base Rent and Additional Rent as provided hereunder. Tenant shall have the right to claim, prove and receive so much of any award for such condemnation or taking for temporary use or occupancy as represents compensation for the use and occupancy of the Premises and, if so awarded, for the loss of value or utility of Tenant’s personal property, Tenant’s Work and any Alterations and Tenant’s moving expenses, up to and including the Expiration Date or the date of termination of the condemnation or taking for temporary use or occupancy, whichever is earlier, and Landlord shall be entitled to claim, prove and receive the balance of any such award. Notwithstanding the foregoing, however, the rights and interests of Landlord and Tenant to any award received or receivable with respect to a condemnation or taking for temporary use or occupancy shall be in all other respects governed by the applicable provisions of the Superior Lease and/or the Superior Mortgage. 25.6 If the grade of any street upon which the Land is situated or abuts shall be changed, this Lease shall nevertheless continue in full force and effect, and Landlord shall be entitled to collect and keep the entire award that may be made. Tenant hereby assigns to Landlord all of its right in and to every such award or any part thereof. 25.7 If (x) all or any part of the Parking Garage is condemned or taken by any Governmental Authority for any purpose, provided Landlord obtains substitute parking for Tenant as close to the Building as is reasonably possible, or (y) any part of the Land or a portion of the street level of the Building not necessary for convenient access to and from the Premises is condemned or taken by any Governmental Authority in connection with the construction and operation of a light rail transit system in the area in which the Building is located, then, in either event, this Lease shall continue in full force and effect and Landlord shall be entitled to receive the entire award in the condemnation proceeding(s) in connection therewith, and Tenant hereby assigns to Landlord all its right, if any, in and to any such award(s) or any part thereof and any such condemnation or taking shall in no event give rise to any right on Tenant’s part to seek a reduction in Rent payable hereunder or to terminate this Lease. 25.8 The terms “condemnation“ and “acquisition” as used herein shall include any agreement in lieu of or in anticipation of the exercise of the power of eminent domain (between Master Landlord or conveyed by Landlord in lieu of such exercise) this Lease shall terminate on a date (the "Termination Date") which is the earlier of the date upon which the condemning authority takes possession of the Premises or the date on which title to the Premises is vested in the condemning authority. If more than twenty-five percent (25%) of the Rentable Area of the Premises is so taken, Tenant shall have the right to cancel this Lease by written notice to Landlord given within twenty (20) days after the Termination Date. If less than twenty-five percent (25%) of the Rentable Area of the Premises is so taken, or if the Tenant does not cancel this Lease according to the preceding sentence, the Monthly Rent shall be abated in the proportion of the Rentable Area of the Premises so taken to the Rentable Area of the Premises immediately before such taking, and Tenant's Share shall be appropriately recalculated. If twenty-five percent (25%) or more of the Building or the Project is so taken, Landlord may cancel this Lease by written notice to Tenant given within thirty (30) days after the Termination Date. In the event of any such taking, the entire award shall be paid to Landlord and Tenant shall have no right or claim any Governmental Authority authorized to any part exercise the power of such award; however, Tenant shall have the right to assert a claim against the condemning authority in a separate action, so long as Landlord's award is not otherwise reduced, for Tenant's moving expenses and leasehold improvements owned by Tenanteminent domain.

Eminent Domain. 17.1 If all (a) In the event that title to the whole or any part of the Premises are shall be lawfully condemned or taken by exercise of the power of eminent domain (in any manner for any public or conveyed by Landlord in lieu of such exercise) quasi-public use, this Lease and the term and estate hereby granted shall forthwith cease and terminate on a date (the "Termination Date") which is the earlier as of the date upon which of vesting of title and Landlord shall be entitled to receive the condemning authority takes possession entire award, Tenant hereby assigning to Landlord Tenant's interest therein, if any. (b) In the event that title to a part of the Building other than the Premises shall be so condemned or taken and if in the opinion of Landlord, the Building should be restored in such a way as to alter the Premises materially, Landlord may terminate this Lease and the term and estate hereby granted by notifying Tenant of such termination within sixty (60) days following the date of vesting of title, and this Lease and the term and estate hereby granted shall expire on which title the earlier to occur of (i) the Premises is vested date specified in the condemning authority. If more notice of termination, which date shall be not less than twenty-five percent sixty (25%) of the Rentable Area of the Premises is so taken, Tenant shall have the right to cancel this Lease by written notice to Landlord given within twenty (2060) days after the Termination Date. If less than twenty-five percent giving of such notice, and (25%ii) the date Tenant is forced to cease normal operation of the Rentable Area of its business from the Premises is so taken, or if the Tenant does not cancel this Lease according to the preceding sentence, the Monthly Rent shall be abated in the proportion of the Rentable Area of the Premises so taken to the Rentable Area of the Premises immediately before such taking, and Tenant's Share shall be appropriately recalculated. If twenty-five percent (25%) or more of the Building or the Project is so taken, Landlord may cancel this Lease by written notice to Tenant given within thirty (30) days after the Termination Date. In the event as a result of any such taking, as fully and completely as if such date were the entire award date hereinbefore set for the expiration of the term of this Lease, and the fixed monthly rent, additional rent, and other charges hereunder shall be paid to Landlord and Tenant shall have no right or claim to any part of apportioned as if such award; howeverdate. In such event, Tenant shall have the right not be entitled to assert a claim against the condemning authority in a separate action, so long as any portion of Landlord's award is not otherwise reducedhereunder, if any, nor shall Tenant have any claim against Landlord for Tenant's moving expenses the value of the unexpired portion of the term. (c) Nothing in this Article 12 shall be deemed to prevent Tenant from claiming and leasehold improvements owned by Tenant.receiving from the condemning authority, if legally payable, compensation for the taking of

Eminent Domain. 17.1 If all of 1. In the event the Demised Premises are or any part thereof shall be permanently taken or condemned or transferred by exercise of the power of eminent domain (or conveyed by Landlord agreement in lieu of condemnation for any public or quasi-public use or purpose by any competent authority, whether or not this Lease shall be terminated, the entire compensation award therefore, both leasehold and reversion, shall belong to Lessor without any deduction therefrom for any present or future estate of Lessee and Lessee hereby assigns to Lessor all its right, title and interest to any such exerciseaward. Lessee shall execute all documents required to evidence such result. Lessee shall, however, be entitled to claim, prove and receive in such condemnation proceedings such award as may be allowed for trade fixtures and other equipment installed by it, but only if or to the extent such award shall be in addition to the award for the land and the building and other improvements (or portions thereof) containing the Demised Premises and only if or to the extent such award does not diminish any award to Lessor. 2. If the entire Demised Premises shall be taken, condemned or transferred as aforesaid, then this Lease shall terminate on and shall become null and void from the time possession thereof is required for public use, and from that date, the parties hereto shall be released from further obligation thereunder, but in the event a date (the "Termination Date") which is the earlier portion only of the date upon which the condemning authority takes possession of the Demised Premises or the date on which title to the Premises is vested in the condemning authority. If more than twenty-five percent (25%) of the Rentable Area of the Premises is itself shall be so taken, Tenant shall have the right condemned or transferred, then Lessor may elect to cancel terminate this Lease or, at its own expense, repair and restore the portion not affected by written notice to Landlord given within twenty (20) days after the Termination Date. If less than twenty-five percent (25%) of the Rentable Area of the Premises is so taken, or if the Tenant does not cancel this Lease according to the preceding sentence, the Monthly Rent shall be abated in the proportion of the Rentable Area of the Premises so taken to the Rentable Area of the Premises immediately before such taking, and Tenant's Share thereafter the Minimum Rent to be paid by Lessee shall be appropriately recalculatedequitably and proportionately adjusted. 3. If twenty-five percent (25%) or more In the event a portion of the Building or the Project is so Shopping Center-shall be taken, Landlord condemned or transferred as aforesaid and as a result thereof Lessor, in its sole discretion, elects to discontinue the operation of the Shopping Center, Lessor may cancel this Lease by written giving Lessee notice to Tenant given within thirty of its election and this Lease shall terminate and shall become null and void ninety (3090) days after said notice and the Termination Date. In provisions with respect to the event of any such taking, the entire award awards shall be paid to Landlord and Tenant shall have no right or claim to any part as set forth in Paragraph 1 of such award; however, Tenant shall have the right to assert a claim against the condemning authority in a separate action, so long as Landlord's award is not otherwise reduced, for Tenant's moving expenses and leasehold improvements owned by Tenantthis Article.

Eminent Domain. 17.1 Section 13.1 Landlord agrees to give Tenant prompt notice of any taking affecting all or any part of the Building. If all the whole of the Building or of the Premises are shall be taken by exercise condemnation or in any other manner for any public or quasi-public use or purpose (other than for temporary use or occupancy), the Term shall forthwith cease and terminate as of the power date of eminent domain (or conveyed vesting of title by Landlord in lieu reason of such exercisetaking (which date is hereinafter referred to as the “date of the taking”), and Rent shall be apportioned as of such date. If such portion of the Building shall be so taken so that substantial structural alterations or reconstruction of the Building shall be necessary as a result of such taking (whether or not the Premises be affected or if access to the Premises and/or the Building is materially and adversely affected), which alterations or reconstruction Landlord determines will take at least one hundred eighty (180) days to complete, then either Tenant or Landlord may, at its option, terminate this Lease and the Term and estate hereby granted as of the date of such vesting of title by notifying the other party in writing of such termination within sixty (60) days following the date of the taking. Section 13.2 If any part, but less than all, of the Premises shall be so taken and this Lease shall terminate on a date (not be terminated pursuant to Section 13.1, then the "Termination Date") which is the earlier of the date upon which the condemning authority takes possession part so taken shall no longer constitute part of the Premises or but this Lease shall otherwise remain unaffected by such taking; provided, however, that Tenant may elect to terminate the date on which title to the Premises is vested Term in the condemning authority. If event of: (i) a taking of more than twenty-five ten percent (2510%) of the Rentable Area total rentable area of the Premises, or (ii) a taking that has a material adverse effect on Tenant’s access to the Building or the Premises, if Landlord determines that it will be unable to provide or in fact fails to provide reasonable adequate alternative access to the Building and the Premises is so takenwithin one hundred eighty (180) days thereafter, Tenant shall have by giving notice of such election to Landlord not later than sixty (60) days after Tenant’s receipt from Landlord of notice of such taking (describing the right to cancel nature and extent of such taking) or the date of such taking, whichever first occurs, or not later than sixty (60) days after such one hundred eightieth (180th) day, as the case may be. If notice of termination of this Lease shall be given pursuant to this Section 13.2, then upon such date as may be specified by written Tenant by notice to Landlord given within twenty Landlord, which date shall be not earlier than thirty (2030) and not later than sixty (60) days after the Termination Date. If less than twenty-five percent (25%) date of Tenant’s notice, the Term shall terminate as of the Rentable Area of the Premises is so taken, or if the Tenant does not cancel this Lease according to the preceding sentence, the Monthly date specified in such notice and Rent shall be abated in the proportion apportioned as of the Rentable Area such date of the Premises so taken to the Rentable Area of the Premises immediately before such taking, termination. Upon a partial taking and Tenant's Share shall be appropriately recalculated. If twenty-five percent (25%) or more of the Building or the Project is so taken, Landlord may cancel this Lease by written notice to Tenant given within thirty (30) days after the Termination Date. In the event of any such taking, the entire award shall be paid to Landlord and Tenant shall have no right or claim continuing in force as to any part of such award; however, Tenant shall have the right to assert a claim against the condemning authority in a separate action, so long as Landlord's award is not otherwise reduced, for Tenant's moving expenses and leasehold improvements owned by Tenant.Premises:

Eminent Domain. 17.1 If In the event that all or any substantial part of the Premises or the Building (meaning either case more than % of floor area of either the Premises or the Building, respectively) are taken, or if the sole means of access to the Building is taken, or if more than 25% of the parking spaces existing on the date hereof are taken and the number of spaces below 25% are not replaced reasonably promptly, are taken (other than for temporary use, hereafter described) by exercise of the public authority under power of eminent domain (or conveyed by Landlord conveyance in lieu thereof), then by notice given within three months following the recording of such exercisetaking (or conveyance) in the appropriate registry of deeds, this Lease may be terminated at either party's election 30 days after such notice, and rent shall terminate on a date (the "Termination Date") which is the earlier be apportioned as of the date upon which of termination (except that if such taking so reduces only the condemning authority takes possession Building and not also the Premises, then Tenant will have no termination right unless such taking also is of the sole means of access to the Building). If this Lease is not terminated as aforesaid, Landlord shall within a reasonable time thereafter, diligently restore what may remain of the Premises (excluding any items installed or paid for by Tenant which Tenant is permitted or may be required to remove upon expiration) to a tenantable condition. In the date on which title to the Premises event some portion of rentable floor area is vested in the condemning authority. If more taken (other than twenty-five percent (25%for temporary use) of the Rentable Area of the Premises is so taken, Tenant shall have the right to cancel and this Lease by written notice to Landlord given within twenty (20) days after the Termination Date. If less than twenty-five percent (25%) of the Rentable Area of the Premises is so takennot terminated, or if the Tenant does not cancel this Lease according to the preceding sentence, the Monthly Annual Fixed Rent shall be proportionally abated in for the proportion remainder of the Rentable Area of the Premises so taken to the Rentable Area of the Premises immediately before such taking, and Tenant's Share shall be appropriately recalculated. If twenty-five percent (25%) or more of the Building or the Project is so taken, Landlord may cancel this Lease by written notice to Tenant given within thirty (30) days after the Termination DateTerm. In the event of any such takingtaking of the Premises or any part thereof, or any taking of access to the entire award Building or of more than 25% of the parking spaces existing on the date hereof and the number of spaces below 25% are not replaced reasonably promptly, for temporary use, (i) this Lease shall be paid to Landlord and remain unaffected thereby and rent shall not abat▇, ▇▇d (ii) Tenant shall have no right be entitled to receive for itself such portion or claim portions of any award made for such use with respect to any part the period of the taking which is within the Term. If such award; howevertemporary taking shall continue for more than 60 days, then Tenant shall have the same right to assert terminate this Lease and be reimbursed as if such taking had been a claim against permanent taking. Any specific damages which are expressly awarded to Tenant on account of its relocation expenses, and specifically so designated, shall belong to Tenant. Except as provided in the condemning preceding sentences of this paragraph, Landlord reserves to itself, and Tenant releases and assigns to Landlord, all rights to damages accruing on account of any taking or by reason of any act of any public authority for which damages are payable. Tenant agrees to execute such further instruments of assignment as may be reasonably requested by Landlord, and to turn over to Landlord any damages that may be recovered in a separate action, so long as Landlord's award is not otherwise reduced, for Tenant's moving expenses and leasehold improvements owned by Tenantany proceeding or otherwise.

Eminent Domain. 17.1 A-17.01 If the whole or substantially all of the Premises are taken shall be acquired or condemned by exercise of the power of eminent domain for any public or quasi public use or purpose, or access thereto is materially, adversely affected, or if the parking ratio is reduced below legal requirements; then and in any such event, if Landlord shall not have provided reasonably sufficient alternative access or parking, as the case may be, reasonably acceptable to Tenant, within thirty (or conveyed by Landlord in lieu 30) days of such exercise) condemnation, the term of this Lease shall cease and terminate on a from the date (of title vesting in such proceeding and the "Termination Date") which is Tenant shall have no claim against Landlord for the earlier value of any unexpired term of said lease. In the event that more than 10%, but less than the whole or substantially the whole of the date upon which the condemning authority takes possession ground floor area of the Premises shall be so condemned, or access thereto is materially, adversely affected, or if the date on which title parking ratio is reduced below legal requirements, the Landlord and the Tenant, if Landlord shall not have provided reasonably sufficient alternative access or parking, as the case may be, reasonably acceptable to the Premises is vested in the condemning authority. If more than twenty-five percent (25%) Tenant, within thirty days of the Rentable Area of the Premises is so takensuch condemnation, Tenant shall each have the right to cancel and terminate this Lease by Lease, upon the giving of written notice to Landlord given within twenty (20) days after the Termination Date. If less other party not later than twenty-five percent (25%) of the Rentable Area of the Premises is so taken, or if the Tenant does not cancel this Lease according to the preceding sentence, the Monthly Rent shall be abated in the proportion of the Rentable Area of the Premises so taken to the Rentable Area of the Premises immediately before such taking, and Tenant's Share shall be appropriately recalculated. If twenty-five percent (25%) or more of the Building or the Project is so taken, Landlord may cancel this Lease by written notice to Tenant given within thirty (30) days after the date of vesting of title in the condemning authority, of the said party's election to terminate said Lease. Termination Date. In the event of any such taking, the entire award shall be paid to Landlord effected as of the time that possession of the part so taken shall be required for public use, Rent shall be apportioned and adjusted as of the time of termination and Tenant shall have no right claim against Landlord for the value of any unexpired term of this Lease. In the event that not more than 10% of the ground floor area of the Premises shall be taken by condemnation or claim to in the event that the Lease shall not be terminated as aforesaid, then the Term of this Lease shall continue in full force and effect and the Landlord shall repair the remaining part of the Premises, if any part thereof has been taken in such condemnation, and thereafter the Rent shall abate in the proportion which the square foot area of any part of th▇ ▇▇▇mises so taken bears to the entire Premises. No part of any award for any such taking by condemnation or eminent domain shall belong to the Tenant and Tenant covenants to execute such instruments of assignment as shall be necessary or reasonably required by Landlord in any condemnation or eminent domain proceedings if so requested and to turn over to Landlord any damages that may be recovered in such proceedings. Any award; , however, for damages for trade fixtures installed by Tenant or anyone claiming under Tenant at its own expense and which are not part of the realty shall belong to the Tenant. The Landlord shall have the absolute right to assert settle any claim in condemnation proceedings without interference from Tenant and without any obligation to Tenant, and Landlord shall have the absolute right to make a claim against conveyance of title of the condemning real property being taken by condemnation proceedings to the public or quasi public authority having the power of eminent domain in a separate actionlieu of the condemnation proceedings and where said conveyance is made in lieu thereof, so long it shall have the same force and effect herein as Landlord's award is if the condemnation proceedings had proceeded to full and final completion. A conveyance of title in lieu of such proceedings shall not otherwise reduced, for Tenant's moving expenses and leasehold improvements owned by Tenantbe made prior to the actual commencement of proceedings or the filing of formal notice of the taking.

Eminent Domain. 17.1 12.01 If all of the Premises are condemned or taken by exercise of the power of eminent domain in any manner (or conveyed by Landlord including without limitation any conveyance in lieu thereof) for any public or quasi-public use, the term of such exercise) this Lease shall cease and terminate on a date (the "Termination Date") which is the earlier as of the date upon which the condemning authority takes possession of the Premises or the date on which title to the Premises is vested in the condemning authority. If (i) more than fifty (50%) percent of the floor area of the Premises shall be condemned or taken in any manner, or (ii) more than twenty-five percent (25%) percent of the Rentable Area Building shall be condemned or taken, or (iii) any material condemnation or taking occurs during the last twelve (12) months of the Initial Term or Option Term, as the case may be, or (iv) such a portion of the parking area on the Land is so condemned or taken that the number of parking spaces remaining are less than the number required by applicable zoning laws or other building code for the Building, then Landlord may elect to terminate this Lease. In order to terminate this Lease pursuant to this Paragraph, Landlord must give Tenant written notice of its election to so terminate, such notice to be given not later than ninety (90) days after the completion of such condemnation or taking, and thereupon the term of this Lease shall expire on the date set forth in such notice, and Tenant shall vacate the Premises and surrender the same to Landlord, without prejudice, however, to Landlord's rights and remedies against Tenant under the Lease provisions in effect prior to such termination, and any rent owing shall be paid up to such date and any payments of rent made by Tenant which were on account of any period subsequent to such date shall be returned to Tenant. 12.02 If this Lease is not terminated following such a condemnation or taking, Landlord, as soon as reasonably practicable after such condemnation or taking and the determination and payment of Landlord's award on account thereof, shall expend as much as may be necessary of the net amount which is awarded to Landlord and released by Landlord's mortgagee, if any, in restoring, to the extent originally constructed by Landlord (consistent, however, with zoning laws and building codes then in existence), so much of the Building as was originally constructed by Landlord to an architectural unit as nearly like its condition prior to such taking as shall be practicable; provided, however, Landlord shall not be obligated to expend for such restoration an amount in excess of condemnation proceeds made available to Landlord, if any. Landlord's obligation hereunder shall be limited to restoring the Building and/or the Premises to substantially the same condition that existed prior to such condemnation or taking. 12.03 If this Lease is not terminated pursuant to Paragraph 12.01, the Base Rent and other sums payable by Tenant hereunder, as adjusted as provided herein, shall be reduced in proportion to the reduction in area of the Premises by reason of the condemnation or taking. If this Lease is so terminated pursuant to Paragraph 12.01, the minimum net rental and other charges which are the obligation of Tenant hereunder shall be apportioned and prorated accordingly as of the date of termination. 12.04 The whole of any award or compensation for any portion of the Premises taken, condemned or conveyed in lieu of taking or condemnation, including the value of Tenant's leasehold interest under the Lease, shall be solely the property of and payable to Landlord. Nothing herein contained shall be deemed to preclude Tenant from seeking, at its own cost and expense, an award from the condemning authority for loss of its business, the value of any trade fixtures or other personal property of Tenant in the Premises or moving expenses, provided that the award for such claim or claims shall have not be in diminution of the award made to Landlord. 12.05 Notwithstanding Landlord’s right to cancel terminate this Lease by pursuant to Section 12.01 above, Tenant may elect to terminate this Lease if: (i) more than fifty percent (50%) of the floor area of the Premises shall be condemned or taken in any manner, or (ii) any material condemnation or taking occurs to the Premises during the last twelve (12) months of the Initial Term or Option Term, as the case may be, or (iii) if the Restoration Period (as defined below) for the aforementioned (i) or (ii) is more than one-hundred eighty (180) days after the date of said condemnation or taking (individually referred to as the “Qualified Condemnation”). In order to terminate this Lease pursuant to Qualified Condemnation (i) or (ii) above Tenant shall, within fifteen (15) days after the completion of said condemnation or taking, provide written notice to Landlord given within twenty (20) days after indicating its intent to terminate its Lease, and thereupon the Termination Date. If less than twenty-five percent (25%) Term of the Rentable Area of the Premises is so taken, or if the Tenant does not cancel this Lease according to the preceding sentence, the Monthly Rent shall be abated in the proportion expire by lapse of the Rentable Area of the Premises so taken to the Rentable Area of the Premises immediately before such taking, and Tenant's Share shall be appropriately recalculated. If twenty-five percent (25%) or more of the Building or the Project is so taken, Landlord may cancel this Lease by written notice to Tenant given within time thirty (30) days after said notice from Tenant is given and Tenant shall vacate the Termination Date. In Premises and surrender the event of same to Landlord, without prejudice, however, to Landlord’s rights and remedies against Tenant under the Lease provisions in effect prior to such termination, and any such taking, the entire award rent owing shall be paid up to such date and any payments of rent made by Tenant, which were on account of any period subsequent to such date shall be returned to Tenant. If Tenant fails to provide written notice to Landlord within such time period, Tenant’s right to terminate this Lease under this paragraph shall be deemed waived. In order to terminate this Lease for Qualified Condemnation (iii), Tenant shall within fifteen (15) days of the completion of the taking of Qualified Condemnation (i) or (ii), provide written notice to Landlord requesting an estimate of the time required to substantially restore the Premises. If Tenant fails to provide written notice to Landlord within such time period, Tenant’s right to terminate this Lease under this paragraph shall be deemed waived. Within a reasonable time of receipt of Tenant’s notice requesting the restoration time frame, Landlord shall provide a written notice to Tenant (the “Landlord Condemnation Restoration Estimate Notice”) indicating the scheduled completion date to repair or restore the Premises as described in Section 12.02 (the “Restoration Period”). If the Restoration Period is more than one-hundred eighty (180) days after the date of said condemnation or taking, then Tenant may elect to terminate this Lease. In order to terminate this Lease, Tenant must give written notice to Landlord of its election to so terminate, such notice (the “Tenant Condemnation Termination Notice”) shall be given within fifteen (15) days of the date of the Landlord Condemnation Restoration Estimate Notice and thereupon the Term of this Lease shall expire by lapse of time thirty (30) days after Tenant Condemnation Termination Notice is given and Tenant shall have no right or claim vacate the Premises and surrender the same to any part of such award; Landlord, without prejudice, however, to Landlord’s rights and remedies against Tenant under the Lease provisions in effect prior to such termination, and any rent owing shall have the right be paid up to assert a claim against the condemning authority in a separate action, so long as Landlord's award is not otherwise reduced, for Tenant's moving expenses such date and leasehold improvements owned any payments of rent made by Tenant which were on account of any period subsequent to such date shall be returned to Tenant.

Eminent Domain. 17.1 9.1 If all or any substantial part of the Premises are taken by exercise Property, including but not limited to ten (10) percent of the power parking, access, building or signage, should be taken for any public or quasi-public use under governmental law, ordinance, or regulation, or by right of eminent domain (domain, or conveyed by Landlord private purchase in lieu thereof, and the taking would prevent or materially interfere with the use of such exercise) the Property for the purpose for which it is then being used, this Lease shall terminate on a effective when the physical taking shall occur in the same manner as if the date (of such taking were the "Termination Date") which is date originally fixed in this Lease for the earlier expiration of the date upon which the condemning authority takes possession Lease Term. 9.2 If part of the Premises Property is taken for any public or quasi-public use under any governmental law, ordinance, or regulation, or by right of eminent domain f or by private purchase in lieu thereof, and this Lease is not terminated as provided in subsection (a) above, this Lease shall not terminate but the date on which title Rent payable hereunder during the unexpired portion of this Lease shall be reduced to such extent, if any, as may be fair and reasonable under all of the circumstances and Lessor shall undertake to restore the Property to a condition suitable for Lessee's use, as near to the Premises condition thereof immediately prior to such taking as is vested reasonably feasible under all circumstances. 9.3 Lessee shall not share in any condemnation award or payment in lieu thereof or in any award for damages resulting from any grade change of adjacent streets, the same being hereby assigned to Lessor by Lessee; provided, however, that Lessee may separately claim and receive from the condemning authority. If more than twenty-five percent (25%) , if legally payable, compensation for Lessee's removal and relocation costs and for Lessee's loss of business and/or business interruption. 9.4 Notwithstanding anything to the contrary contained in this Article 9, if during the Lease Term the use or occupancy of any part of the Rentable Area Property shall be taken or appropriated temporarily for any public or quasi-public use under any governmental law, ordinance, or regulation, or by right of the Premises is so takeneminent domain, Tenant shall have the right to cancel this Lease by written notice to Landlord given within twenty (20) days after the Termination Date. If less than twenty-five percent (25%) of the Rentable Area of the Premises is so taken, or if the Tenant does not cancel this Lease according to the preceding sentence, the Monthly Rent shall be abated and remain unaffected by such taking or appropriation and Lessee shall continue to pay in full all rental payable hereunder by Lessee during the proportion of the Rentable Area of the Premises so taken to the Rentable Area of the Premises immediately before such taking, and Tenant's Share shall be appropriately recalculated. If twenty-five percent (25%) or more of the Building or the Project is so taken, Landlord may cancel this Lease by written notice to Tenant given within thirty (30) days after the Termination DateTerm. In the event of any such temporary appropriation or taking, the entire award Lessee shall be paid entitled to Landlord receive that portion of any award which represents compensation for the loss of use or occupancy of the Property during the Lease Term, and Tenant Lessor shall have no right be entitled to receive that portion of any award which represents the cost of restoration and compensation for the loss of use or claim to any part occupancy of such award; however, Tenant shall have the right to assert a claim against Property after the condemning authority in a separate action, so long as Landlord's award is not otherwise reduced, for Tenant's moving expenses and leasehold improvements owned by Tenant.end of the term of this Term Lease. ARTICLE X

Eminent Domain. 17.1 If all In the event that the whole of the Demised Premises are shall be lawfully condemned or taken by exercise of the power of eminent domain (in any manner for any public or conveyed by Landlord in lieu of such exercise) quasi-public use, this Lease and the term and estate hereby granted shall forthwith cease and terminate on a date (the "Termination Date") which is the earlier as of the date upon which of vesting of title. In the condemning authority takes possession event that only one part of the Demised Premises shall be so condemned or taken, then, effective as of the date of vesting of title, the rent hereunder shall be abated in an amount thereof apportioned according to the area of the Demised Premises so condemned or taken. In the event that only a part of the Building shall be so condemned or taken, then (i) Landlord (whether or not the Demised Premises be affected) may, at its option, terminate this Lease and the term and estate hereby granted as of the date of such vesting of title by notifying Tenant in writing of such termination within 60 days following the date on which title to the Premises is vested in the condemning authority. If more than twenty-five percent Landlord shall have received notice of vesting of title, and (25%ii) if such condemnation or taking shall be of a substantial part of the Rentable Area Demised Premises or of a substantial part of the Premises is so takenmeans of access thereto, Tenant shall have the right right, by delivery of notice in writing to cancel Landlord within 60 days following the date on which Tenant shall have received notice of vesting of title, to terminate this Lease by written notice to Landlord given within twenty (20) days after and the Termination Date. If less than twenty-five percent (25%) term and estate hereby granted as of the Rentable Area date of the Premises is so takenvesting of title or (iii) if neither Landlord nor Tenant elects to terminate this Lease, or if the Tenant does not cancel as aforesaid, this Lease according to shall be and remain unaffected by such condemnation or taking, except that the preceding sentence, the Monthly Rent rent shall be abated in the proportion of the Rentable Area of the Premises so taken to the Rentable Area of the Premises immediately before such takingextent, and Tenant's Share shall be appropriately recalculated. If twenty-five percent (25%) or more of the Building or the Project is so takenif any, Landlord may cancel hereinabove provided in this Lease by written notice to Tenant given within thirty (30) days after the Termination DateArticle 27. In the event that only a part of any such taking, the entire award Demised Premises shall be paid so condemned or taken and this Lease and the term and estate hereby granted are not terminated as hereinbefore provided, Landlord will, at its expense, restore the remaining portion of the Demised Premises as nearly as practicable to Landlord and Tenant shall have no right the same condition as it was in prior to such condemnation or claim to any part of such award; however, Tenant shall have the right to assert a claim against the condemning authority in a separate action, so long as Landlord's award is not otherwise reduced, for Tenant's moving expenses and leasehold improvements owned by Tenanttaking.

Eminent Domain. 17.1 If all of If, before the Premises Closing Date, proceedings are taken -------------- commenced for the taking by exercise of the power of eminent domain (of all or conveyed by Landlord in lieu of such exercise) this Lease shall terminate on a date (the "Termination Date") which is the earlier any material portion of the date upon which the condemning authority takes possession of the Premises or the date on which title to the Premises is vested in the condemning authority. If more than twenty-five percent (25%) of the Rentable Area of the Premises is so takenProject, Tenant Purchaser shall have the right to cancel this Lease right, by written giving notice to Landlord given within twenty (20) days after the Termination Date. If less than twenty-five percent (25%) of the Rentable Area of the Premises is so taken, or if the Tenant does not cancel this Lease according to the preceding sentence, the Monthly Rent shall be abated in the proportion of the Rentable Area of the Premises so taken to the Rentable Area of the Premises immediately before such taking, and Tenant's Share shall be appropriately recalculated. If twenty-five percent (25%) or more of the Building or the Project is so taken, Landlord may cancel this Lease by written notice to Tenant given Seller within thirty (30) days after Seller gives notice of the Termination Date. In the event of any such taking, the entire award shall be paid to Landlord and Tenant shall have no right or claim to any part commencement of such award; howeverproceedings to Purchaser, Tenant to terminate this Agreement, in which event this Agreement shall terminate. If Purchaser has the right to terminate this Agreement as provided in this SECTION 6.6 but Purchaser does not exercise such right, or if Purchaser does not have the right to assert terminate this Agreement pursuant to this SECTION 6.6, then this Agreement shall remain in full force and effect and, if the purchase and sale of the Project contemplated by this Agreement is thereafter actually consummated, on the Closing Date, the 34 condemnation award (or, if not theretofore received, the right to receive such award) payable on account of the taking shall be transferred to Purchaser. Seller shall give notice to Purchaser immediately after Seller's receiving notice of the commencement of any proceedings for the taking by exercise of the power of eminent domain of all or any part of the Project. Purchaser shall have a claim against period of thirty (30) days (or such shorter period as Purchaser may elect by giving notice to Seller) after Seller has given the condemning authority notice to Purchaser required by this SECTION 6.6 to evaluate the extent of the taking and make the determination as to whether to terminate this Agreement. If necessary, the Closing Date shall be postponed until Seller has given the notice to Purchaser required by this SECTION 6.6 and the period of thirty (30) days described in this SECTION 6.6 has expired. For purposes of this SECTION 6.6, a separate action, so long as Landlord'material' portion of the Project shall be deemed to be any portion which: (i) equals five percent (5%) or more of the total land area of the Project; (ii) reduces the number of parking spaces available to the Project to an amount less than four (4) parking spaces for every one thousand (1,000) Rentable Square Feet in the Building; (iii) results in the termination of the Price Waterhouse Lease (and the Closing shall be delayed until Price Waterhouse's award is not otherwise reduced, for Tenant's moving expenses and leasehold improvements owned by Tenantright to terminate the Price Waterhouse Lease on account of any such condemnation or eminent domain proceeding has been irrevocably waived); (iv) reduces the rentals payable under the Price Waterhouse Lease; (v) reduces the number of Rentable Square Feet of the Building; or (vi) materially restricts access to the Project.

Eminent Domain. 17.1 Section 11.1. If all the whole of the Real Property, the Building or the Premises are taken by exercise of the power of eminent domain (shall be acquired or conveyed by Landlord in lieu of such exercise) condemned for any public or quasi-public use or purpose, this Lease and the Term shall terminate on a date (the "Termination Date") which is the earlier end as of the date upon which the condemning authority takes possession of the Premises or vesting of title with the same effect as if said date on which title to were the Premises is vested in the condemning authorityExpiration Date. If more than twenty-five percent (25%) only a part of the Rentable Area Real Property and not the entire Premises shall be so acquired or condemned then, (1) except as hereinafter provided in this Section 11.1, this Lease and the Term shall continue in force and effect, but, if a part of the Premises is included in the part of the Real Property so takenacquired or condemned, Tenant shall have the right to cancel this Lease by written notice to Landlord given within twenty (20) days from and after the Termination Date. If less than twenty-five percent (25%) date of the Rentable Area vesting of the Premises is so taken, or if the Tenant does not cancel this Lease according to the preceding sentencetitle, the Monthly Fixed Rent and the Space Factor shall be abated reduced in the proportion which the area of the Rentable Area part of the Premises so taken acquired or condemned bears to the Rentable Area total area of the Premises immediately before prior to such taking, acquisition or condemnation and Tenant's Share shall be appropriately recalculated. If twenty-five percent (25%) redetermined based upon the proportion in which the ratio between the rentable area of the Premises remaining after such acquisition or more condemnation bears to the rentable area of the Building remaining after such acquisition or condemnation; (2) if at least ten percent (10%) of the Project Real Property is so takenacquired or condemned and whether or not the Premises shall be affected thereby, Landlord, at Landlord's option, may give to Tenant, within sixty (60) days next following the date upon which Landlord may cancel shall have received notice of vesting of title, a thirty (30) days' notice of termination of this Lease if Landlord shall elect to terminate leases (including this Lease), affecting at least fifty percent (50%) of the rentable area of the Building (excluding any rentable area leased by written Landlord or its Affiliates); and (3) if the part of the Real Property so acquired or condemned shall contain more than fifteen percent (15%) of the total area of the Premises immediately prior to such acquisition or condemnation, or if, by reason of such acquisition or condemnation, Tenant no longer has reasonable means of access to the Premises, Tenant, at Tenant's option, may give to Landlord, within sixty (60) days next following the date upon which Tenant shall have received notice of vesting of title, a thirty (30) days' notice of termination of this Lease. If any such thirty (30) days' notice of termination is given by Landlord or Tenant, this Lease and the Term shall come to Tenant given within an end and expire upon the expiration of said thirty (30) days with the same effect as if the date of expiration of said thirty (30) days were the Expiration Date. If a part of the Premises shall be so acquired or condemned and this Lease and the Term shall not be terminated pursuant to the foregoing provisions of this Section 11.1, Landlord, at Landlord's expense, shall restore that part of the Premises not so acquired or condemned to a self-contained rental unit inclusive of Tenant's Alterations (other than Specialty Alterations), except that if such acquisition or condemnation occurs prior to completion of the Initial Alterations, Landlord shall only be required to restore that part of the Premises not so acquired or condemned to a self-contained rental unit exclusive of Tenant's Alterations. Upon the termination of this Lease and the Term pursuant to the provisions of this Section 11.1, the Fixed Rent and Escalation Rent shall be apportioned as of the date of vesting of title and any prepaid portion of Fixed Rent and Escalation Rent for any period after the Termination Datesuch date shall be refunded by Landlord to Tenant. Section 11.2. In the event of any such takingacquisition or condemnation of all or any part of the Real Property, Landlord shall be entitled to receive the entire award for any such acquisition or condemnation, Tenant shall have no claim against Landlord or the condemning authority for the value of any unexpired portion of the Term and Tenant hereby expressly assigns to Landlord all of its right in and to any such award. Nothing contained in this Section 11.2 shall be deemed to prevent Tenant from making a separate claim in any condemnation proceedings for the then value of any Tenant's Property included in such taking, and for any moving expenses. Section 11.3. If the whole or any part of the Premises shall be acquired or condemned temporarily during the Term for any public or quasi-public use or purpose, Tenant shall give prompt notice thereof to Landlord and the Term shall not be reduced or affected in any way and Tenant shall continue to pay in full all items of Rental payable by Tenant hereunder without reduction or abatement, and Tenant shall be entitled to receive for itself any award or payments for such use, provided, however, that: (i) if the acquisition or condemnation is for a period not extending beyond the Term and if such award or payment is made less frequently than in monthly installments, the same shall be paid to and held by Landlord as a fund which Landlord shall apply from time to time to the Rental payable by Tenant hereunder, except that, if by reason of such acquisition or condemnation changes or alterations are required to be made to the Premises which would necessitate an expenditure to restore the Premises, then a portion of such award or payment reasonably appropriate to cover the expenses of the restoration shall be retained by Landlord, without application as aforesaid, and applied toward the restoration of the Premises as provided in Section 11.1 hereof; or (ii) if the acquisition or condemnation is for a period extending beyond the Term, such award or payment shall be apportioned between Landlord and Tenant as of the Expiration Date; Tenant's share thereof, if paid less frequently than in monthly installments, shall be paid to Landlord and Tenant shall have no right or claim to any part applied in accordance with the provisions of such award; clause (i) above, provided, however, Tenant that the amount of any award or payment allowed or retained for restoration of the Premises shall have remain the right property of Landlord if this Lease shall expire prior to assert a claim against the condemning authority in a separate action, so long as Landlord's award is not otherwise reduced, for Tenant's moving expenses and leasehold improvements owned by Tenantrestoration of the Premises.

Eminent Domain. 17.1 If all of the Premises are or any substantial part thereof shall be taken by exercise of any competent authority under the power of eminent domain (or conveyed by Landlord in lieu be acquired for any public or quasi-public use or purpose, the Term of such exercise) this Lease shall terminate on a date (the "Termination Date") which is the earlier of cease upon the date upon which when the condemning authority takes possession of the Premises or the date on part thereof so taken shall be required for such use, and Lessee shall have no claim against Lessor for the value of any unexpired term of this lease, nor shall Lessee participate in any award. If any condemnation proceeding shall be instituted in which title it is sought to take any part of Lessor's Building or the land under it or if the grade of any street or alley adjacent to the Premises Building is vested in changed by any competent authority and such change of grade makes it necessary or desirable to remodel the condemning authority. If more than twenty-five percent (25%) of Building to conform to the Rentable Area of the Premises is so takenchanged grade, Tenant Lessor shall have the right to cancel this Lease by lease after having given written notice of cancellation to Landlord given within twenty Lessee not less than ninety (2090) days after prior to the Termination Datedate of cancellation designated in the notice. If less than twenty-five percent (25%) In either of said events, rent at the then current rate shall be apportioned as of the Rentable Area date Lessee shall cease to have use of the Premises is so taken, Premises. No money or if other consideration shall be payable by the Tenant does not cancel this Lease according Lessor to the preceding sentence, Lessee for the Monthly Rent shall be abated in right of cancellation and the proportion of the Rentable Area of the Premises so taken to the Rentable Area of the Premises immediately before such taking, and Tenant's Share shall be appropriately recalculated. If twenty-five percent (25%) or more of the Building or the Project is so taken, Landlord may cancel this Lease by written notice to Tenant given within thirty (30) days after the Termination Date. In the event of any such taking, the entire award shall be paid to Landlord and Tenant Lessee shall have no right to share in the condemnation award or claim in any judgment for damages caused by the taking or the change of the grade. Nothing in this paragraph shall preclude an award being made to any part Lessee for loss of business or depreciation to and cost of removal of equipment or fixtures or Lessee's cost of moving, provided that such award; however, Tenant shall have award to Lessee would not reduce the right award that would otherwise be payable to assert a claim against the condemning authority in a separate action, so long as Landlord's award is not otherwise reduced, for Tenant's moving expenses and leasehold improvements owned by TenantLessor.

Eminent Domain. 17.1 If 14.1. Lessor and Lessee agree that should all or substantially all (meaning ninety (90%) percent or more) of the Building and/or the Premises be taken (which term when used herein shall include any conveyance made in avoidance or settlement of condemnation or eminent domain proceedings) by any Governmental Entity whether by eminent domain or condemnation proceeds (a “Taking”) then this Lease shall cease and terminate as at the date of the Taking, and the Rent shall be paid up to such date, and thereafter this Lease shall be null and void and of no further effect. 14.2. Lessor and Lessee agree that in the event of a partial taking (a “Partial Taking”) of the Premises are taken by exercise which does not constitute a Taking under Section 14.1 above, where at least sixty (60%) percent of the power Premises (which shall include at least fifty (50%) percent of eminent domain the Building) can be used (or conveyed practicably and legally) by Landlord in lieu of such exercise) Lessee for the same purposes as prior to the Partial Taking, this Lease shall terminate on a date (the "Termination Date") which is the earlier of the date upon which the condemning authority takes possession continue in effect as to that part of the Premises or the date on which title to the Premises is vested in the condemning authority. If more than twenty-five percent (25%) of the Rentable Area of the Premises is so taken, Tenant shall have the right to cancel this Lease by written notice to Landlord given within twenty (20) days remaining after the Termination Date. If less than twenty-five percent (25%) of the Rentable Area of the Premises is so taken, or if the Tenant does not cancel this Lease according to the preceding sentence, the Monthly Rent shall be abated in the proportion of the Rentable Area of the Premises so taken to the Rentable Area of the Premises immediately before such taking, and Tenant's Share shall be appropriately recalculated. If twenty-five percent (25%) or more of the Building or the Project is so taken, Landlord may cancel this Lease by written notice to Tenant given within thirty (30) days after the Termination DatePartial Taking. In the event of any a Partial Taking which does not fulfil the foregoing criteria, then either party may, upon notice to the other, delivered no later than sixty (60) days after the date on which Lessee shall have received notice of such takingPartial Taking, terminate this Lease, as of the date of such Partial Taking. 14.3. In the event of a Partial Taking which does not result in the termination of this lease (for whatever reason) the amount of Rent payable during the remainder of the Initial Term, or, if appropriate, the entire award Renewal Term, shall be paid prorated according to Landlord the square footage of the Building still usable by Lessee, and Tenant Lessor shall, at Lessor’s expense (but only to the extent of the net award or other compensation available to Lessor for the improvements taken or conveyed, after deducting all expense in connection with obtaining the same) make all necessary alterations (subject to applicable Laws) so as to constitute the remaining portion of the Building a complete architectural unit, consistent with the quality and character of the same at the date hereof, provided that Lessor shall have no right obligations with respect to any Alterations carried out by Lessee, which shall be restored by Lessee, at Lessee’s expense. 14.4. All awards and compensation for any Taking or Partial Taking shall be the property of Lessor, and Lessee hereby assigns to Lessor all of Lessee’s right, title and interest in and to any and all such awards and compensation, including, without limitation, any award or compensation for the value of the unexpired portion of the Initial Term or the Renewal Term (as appropriate). Notwithstanding the foregoing, Lessee shall be entitled to claim, prove and receive in the condemnation proceeding, such award or compensation as may be allowed for Lessee’s trade fixtures and for the unamortized cost (if any) of Lessee’s Personalty and for loss of business, goodwill, moving expenses, depreciation or injury to and cost of removal of stock in trade and for the unamortized cost of any Alterations made by Lessee, provided the same does not reduce any award to or claim of Lessor. 14.5. Lessor shall deliver to Lessee prompt notice of any part of such award; however, Tenant shall have the right to assert a claim against the condemning authority in a separate action, so long as Landlord's award is not otherwise reduced, for Tenant's moving expenses and leasehold improvements owned by Tenantproposed Taking or Partial Taking.

Eminent Domain. 17.1 Section 11.1 If all the whole of the Real Property, the Building or the Premises shall be acquired or condemned for any public or quasi-public use or purpose, this Lease and the Term shall end as of the date of the vesting of title with the same effect as if said date were the Expiration Date. If only a part of the Real Property and not the entire Premises shall be so acquired or condemned then, (1) except as hereinafter provided in this Section 11.1, this Lease and the Term shall continue in force and effect, but, if a part of the Premises are taken by exercise is included in the part of the power Real Property so acquired or condemned, from and after the date of eminent domain the vesting of title, the Fixed Rent shall be reduced to the proportion which the area of the part of the Premises so acquired or condemned bears to the total area of the Premises immediately prior to such acquisition or condemnation and Tenant’s Share and Tenant’s Tax Share shall each be redetermined based upon the proportion in which the ratio between the rentable area of the Premises remaining after such acquisition or condemnation bears to the rentable area of the Building remaining after such acquisition or condemnation, (2) if the part of the Real Property acquired or conveyed by condemned shall be a material part and Landlord is not able to operate the remainder of the Building in lieu of such exercisean economic manner, then whether or not the Premises shall be affected thereby, Landlord, at Landlord’s option, may give to Tenant, within sixty (60) this Lease shall terminate on a date (the "Termination Date") which is the earlier of days next following the date upon which the condemning authority takes possession Landlord shall have received notice of vesting of title, a thirty (30) days’ notice of termination of this Lease if Landlord shall elect to terminate leases (including this Lease), affecting at least seventy-five percent (75%) of the Premises rentable area of the Building (excluding any rentable area leased by Landlord or its Affiliates); and (3) if the date on which title to part of the Premises is vested in the condemning authority. If Real Property so acquired or condemned shall contain more than twenty-five percent (25%) of the Rentable Area of the Premises is so taken, Tenant shall have the right to cancel this Lease by written notice to Landlord given within twenty (20) days after the Termination Date. If less than twenty-five percent (25%) of the Rentable Area of the Premises is so taken, or if the Tenant does not cancel this Lease according to the preceding sentence, the Monthly Rent shall be abated in the proportion of the Rentable Area of the Premises so taken to the Rentable Area total area of the Premises immediately before prior to such takingacquisition or condemnation of the Real Property, and or if, by reason of such acquisition or condemnation, Tenant no longer has reasonable means of access to the Premises, Tenant's Share , at Tenant’s option, may give to Landlord, within sixty (60) days next following the date upon which Tenant shall be appropriately recalculatedhave received notice of vesting of title, a thirty (30) days’ notice of termination of this Lease. If twenty-five percent any such thirty (25%30) days’ notice of termination is given by Landlord or more of the Building or the Project is so takenTenant, Landlord may cancel this Lease by written notice and the Term shall come to Tenant given within an end and expire upon the expiration of said thirty (30) days after with the Termination same effect as if the date of expiration of said thirty (30) days were the Expiration Date. If a part of the Premises shall be so acquired or condemned and this Lease and the Term shall not be terminated pursuant to the foregoing provisions of this Section 11.1, Landlord, at Landlord’s expense, shall restore that part of the Premises not so acquired or condemned to a self-contained rental unit inclusive of Tenant’s Alterations. Upon the termination of this Lease and the Term pursuant to the provisions of this Section 11.1, the Fixed Rent and Escalation Rent shall be apportioned and any prepaid portion of Fixed Rent and Escalation Rent for any period after such date shall be promptly refunded by Landlord to Tenant. Section 11.2 In the event of any such takingacquisition or condemnation of all or any part of the Real Property, Landlord shall be entitled to receive the entire award shall be paid to Landlord and for any such acquisition or condemnation, Tenant shall have no claim against Landlord or the condemning authority for the value of any unexpired portion of the Term and Tenant hereby expressly assigns to Landlord all of its right in and to any such award. Nothing contained in this Section 11.2 shall be deemed to prevent Tenant from making a separate claim in any condemnation proceedings for the then value of any Tenant’s Property included in such taking, and for any moving expenses. Section 11.3 If the whole or claim to any part of such award; howeverthe Premises shall be acquired or condemned for a temporary period of twelve (12) months or less during the Term for any public or quasi-public use or purpose, Tenant shall have give prompt notice thereof to Landlord and the right Term shall not be reduced or affected in any way and Tenant shall continue to assert pay in full all items of Rental payable by Tenant hereunder without reduction or abatement, and Tenant shall be entitled to receive for itself any award or payments for such use, provided, however, that if the acquisition or condemnation is for a claim against period extending beyond the Term, any lump sum award or payment shall be apportioned between Landlord and Tenant as of the Expiration Date, and provided further that the amount of any award or payment allowed by the condemning authority in a separate action, so long as Landlord's award is not otherwise reduced, for Tenant's moving expenses and leasehold improvements owned by Tenantrestoration of the Premises shall remain the property of Landlord if this Lease shall expire prior to the restoration of the Premises.

Eminent Domain. 17.1 16.1 If all of the Premises are taken by exercise of the power of eminent domain (or conveyed by Landlord in lieu of such exercise) this Lease shall terminate on a date (the "Termination Date") which is the earlier of the date upon which the condemning authority takes possession whole of the Premises or the date on which title to the Premises is vested in the condemning authority. If more than twenty-five percent (25%) of the Rentable Area Building shall be taken under the power of eminent domain, this Lease shall automatically terminate as of the Premises date of final judgment in such condemnation, or as of the date possession is so takentaken by the condemning authority, whichever is earlier. A sale by Landlord under threat of condemnation shall constitute a “taking” for the purpose of this Paragraph 16. No award for any partial or entire taking shall be apportioned, and Tenant shall have the right to cancel this Lease by written notice hereby assigns to Landlord given within twenty (20) days after any award which may be made in such taking or condemnation, together with any and all rights of Tenant now hereafter arising in or to the Termination Date. If less than twenty-five percent (25%) same or any part thereof, including, without limitation, any award or compensation for the value of all or any part of the Rentable Area leasehold estate; provided that nothing contained in Paragraph 16 shall be deemed to give Landlord any interest in or to require Tenant to assign to Landlord any award made to Tenant for the taking of any non-affixed personal property installed by and paid for by Tenant and/or the Premises is interruption of or damage to Tenant’s business so taken, or if the Tenant long as it does not cancel this Lease according to the preceding sentence, the Monthly Rent shall be abated in the proportion of the Rentable Area of the Premises so taken to the Rentable Area of the Premises immediately before such taking, and Tenant's Share shall be appropriately recalculated. If twenty-five percent (25%) or more of the Building or the Project is so taken, Landlord may cancel this Lease by written notice to Tenant given within thirty (30) days after the Termination Datediminish Landlord’s award. In the event of any such takinga partial taking that does not result in a termination of this Lease, the entire award Rental shall be paid reduced proportionately based on the portion of the Premises rendered unusable, and Landlord shall restore the Premises or the Building to Landlord the extent of available condemnation proceeds. 16.2 This Paragraph 16 shall be Tenant’s sole and Tenant shall have no right exclusive remedy in the event of a taking or claim condemnation. Each party hereto hereby waives the benefit of California Code of Civil Procedure Section 1265.130. 16.3 Upon termination of this Lease pursuant to any part of such award; howeverthis Paragraph 16, Tenant shall have the right and Landlord hereby agree to assert a claim against the condemning authority in a separate action, so long as Landlord's award is not otherwise reduced, for Tenant's moving expenses release each other from any and leasehold improvements owned by Tenantall obligations and liabilities with respect to this Lease except such obligations and liabilities that arise or accrue prior to such termination.

Eminent Domain. 17.1 If all Except as hereinafter provided, if the Premises, or such portion thereof as to render the balance (if reconstructed to the maximum extent practicable in the circumstances) unsuitable for continued occupancy for the purposes contemplated under this Lease, shall be taken by condemnation or right of eminent domain, the Landlord and the Tenant shall each have the right to terminate this Lease by notice to the other of its desire to do so, provided that such notice is given not later than thirty (30) days after receipt by the Tenant of notice of the Premises are taken by exercise effective date of such taking. If so much of the power of eminent domain (or conveyed by Building shall be so taken that the Landlord reasonably determines, in lieu of such exercise) this Lease shall terminate on good faith, that it would be necessary to substantially alter the Building so that a date (the "Termination Date") which is the earlier of the date upon which the condemning authority takes possession of the Premises or the date on which title rebuilt Building will not be substantially similar to the Premises is vested in Building before such taking, the condemning authority. If more than twenty-five percent (25%) of the Rentable Area of the Premises is so taken, Tenant Landlord shall have the right to cancel terminate this Lease by written giving notice to Landlord given within twenty (20) days after the Termination Date. If less than twenty-five percent (25%) Tenant of the Rentable Area of the Premises is Landlord’s desire to do so taken, or if the Tenant does not cancel this Lease according to the preceding sentence, the Monthly Rent shall be abated in the proportion of the Rentable Area of the Premises so taken to the Rentable Area of the Premises immediately before such taking, and Tenant's Share shall be appropriately recalculated. If twenty-five percent (25%) or more of the Building or the Project is so taken, Landlord may cancel this Lease by written notice to Tenant given within later than thirty (30) days after the Termination Date. In the event effective date of any such taking. Should any part of the Premises be so taken or condemned during the Term, and should this Lease be not terminated in accordance with the foregoing provisions, the entire award Landlord agrees to use reasonable efforts to put what may remain of the Premises into proper condition for use and 30 occupation as nearly like the condition of the Premises prior to such taking as shall be paid practicable, subject, however, to applicable laws and codes then in existence. The Landlord and Tenant shall have no right obligation to expend in the aforesaid restoration more than the proceeds of any award received in any condemnation or claim to eminent domain proceeding, or any part of such award; however, Tenant shall have the right to assert a claim against the condemning authority sum paid in a separate action, so long as Landlord's award is not otherwise reduced, for Tenant's moving expenses and leasehold improvements owned by Tenantlieu thereof.

Eminent Domain. 17.1 If all In the event that title to the whole or substantial part of the Premises are shall be lawfully condemned or taken by exercise of in any manner for any public or quasi-public use, this lease and the power of eminent domain (or conveyed by Landlord in lieu of such exercise) this Lease term and estate hereby granted shall forthwith cease and terminate on a date (the "Termination Date") which is the earlier as of the date upon which of vesting of title and Landlord shall be entitled to receive the condemning entire award, Tenant hereby assigning to Landlord the Tenant's interest therein, if any. However, nothing herein shall be deemed to give Landlord any interest in or to require Tenant to assign to Landlord any award made to Tenant for the taking of personal property or fixtures belonging to tenant or for the interruption of public or quasi-public authority takes possession under threat of condemnation shall constitute a taking by eminent domain. In the event that title to a part of the Building/s other than the Premises shall be so condemned or taken, Landlord may terminate this lease and the term and estate hereby granted by notifying Tenant of such termination within sixty (60) days following the date of vesting of title, and this lease and the term and estate hereby granted shall expire on which title to the Premises is vested date specified in the condemning authoritynotice of termination, not less than sixty (60) days after the giving of such notice, as fully and completely as if such date were the date herein set for the expiration of the Lease Term, and the Rent hereunder shall be apportioned as of such date. In the event of any condemnation or taking of any portion of the parking area of the Center, which does not result in a reduction of the parking area by more than twenty percent (205), the terms of this lease shall continue in full force and effect. If more than twenty-five twenty percent (2520%) of the Rentable Area of the Premises parking area is so taken, Tenant either party shall have the right to cancel terminate this Lease by lease upon giving written notice to Landlord given within twenty (20) days after the Termination Date. If less than twenty-five percent (25%) of the Rentable Area of the Premises is so taken, or if the Tenant does not cancel this Lease according to the preceding sentence, the Monthly Rent shall be abated in the proportion of the Rentable Area of the Premises so taken to the Rentable Area of the Premises immediately before such taking, and Tenant's Share shall be appropriately recalculated. If twenty-five percent (25%) or more of the Building or the Project is so taken, Landlord may cancel this Lease by written notice to Tenant given other party within thirty (30) days after the Termination Date. In the event of any such taking, the entire award shall be paid to Landlord and Tenant shall have no right or claim to any part of such award; however, Tenant shall have the right to assert a claim against the condemning authority in a separate action, so long as Landlord's award is not otherwise reduced, for Tenant's moving expenses and leasehold improvements owned by Tenant.

Eminent Domain. 17.1 14.01 If all seventy-five (75%) percent or more of the Premises are building's net rentable area is condemned or taken by exercise of the power of eminent domain in any manner (or conveyed by Landlord including without limitation any conveyance in lieu thereof) for any public or quasi-public use, the Term of such exercise) this Lease shall cease and terminate on a date (the "Termination Date") which is the earlier as of the date upon which the condemning authority takes possession of the Premises or the date on which title to the Premises is vested in the condemning authority. If more than twenty-five percent fifth (2550%) percent or less of the Rentable Area building's net lease area is so condemned or taken, the Tenant may terminate this Lease if it determines, in the reasonable exercise of its business judgment, that continued operation of the Premises under this Lease would be uneconomic. If more than fifty (50%) but less than seventy-five (75%) percent of the building's net rentable area is so condemned or taken, with the result that Tenant's business is significantly and adversely affected thereby, or if such a portion of the parking area is so condemned or taken that the number of parking spaces remaining are less than the number required by applicable zoning or other code for the building, then either Landlord or Tenant shall have the right to cancel may terminate this Lease as of the date title is vested in the condemning authority by written notice to the other. 14.02 If this Lease is not terminated following such condemnation or taking, Landlord, as soon as reasonably practicable after such condemnation or taking and the determination and payment of Landlord's award on account thereof, shall expend as much as may be necessary of the net amount which is awarded to Landlord given within twenty and released by Landlord's mortgagee, if any, in restoring, to the extent originally constructed by Landlord (20) days consistent, however, with zoning laws and building codes then in existence), so much of the building as was originally constructed by Landlord to an architectural unit as nearly like its condition prior to such taking as shall be practicable. Should the net amount so awarded to Landlord be insufficient to cover the cost of restoring the building, in the reasonable estimate of Landlord, Landlord may, but shall have no obligation to, supply the amount of such insufficiency and restore the building to such an architectural unit, with all reasonable diligence, or Landlord may terminate this Lease by giving notice to Tenant not later than a reasonable time after Landlord has determined the Termination Dateestimated net amount which may be awarded to Landlord and the estimated cost of such restoration, unless Tenant elects, at its sole option, to promptly provide the amount of any insufficiency. 14.03 If this Lease is not terminated pursuant to Section 14.01, the minimum net rental payable by Tenant shall be reduced in proportion to the reduction in net rentable area of the building by reason of the condemnation or taking. If less than twenty-five percent (25%) this Lease is terminated pursuant to Section 14.01, the minimum net rental and other charges which are the obligation of Tenant hereunder shall be apportioned and prorated accordingly as of the Rentable Area date of termination. 14.04 The whole of any award or compensation for any portion of the Premises is so taken, condemned or if the Tenant does not cancel this Lease according to the preceding sentence, the Monthly Rent conveyed in lieu of taking or condemnation shall be abated in solely the proportion property of the Rentable Area of the Premises so taken and payable to the Rentable Area of the Premises immediately before such taking, and Tenant's Share Landlord. Nothing herein contained shall be appropriately recalculated. If twenty-five percent (25%) or more of the Building or the Project is so takendeemed to preclude Tenant from seeking, Landlord may cancel this Lease by written notice to Tenant given within thirty (30) days after the Termination Date. In the event of any such takingat its own cost and expense, the entire an award shall be paid to Landlord and Tenant shall have no right or claim to any part of such award; however, Tenant shall have the right to assert a claim against from the condemning authority for loss of its business, the value of any trade fixtures or other personal property of Tenant in a separate action, so long as Landlord's award is not otherwise reduced, for Tenant's the Premises or moving expenses and leasehold improvements owned by Tenant.expenses

Eminent Domain. 17.1 (a) If all of the Premises are or a substantial (50% or more) part thereof shall be taken for any public or quasi-public use under any statute or by exercise of the power rights of eminent domain (or conveyed by Landlord private purchase in lieu of such exercise) thereof, this Lease shall terminate on a date (the "Termination Date") which is the earlier as of the date upon which of vesting of title. Landlord shall be entitled to receive the condemning authority takes possession entire award paid for such taking or condemnation, Tenant hereby assigning to Landlord all Tenant's rights, title and interest therein, if any. Nothing contained herein shall be deemed to give Landlord any interest in or to require Tenant to assign to Landlord any award made to Tenant for the taking of personal property or fixtures belonging to Tenant, for the Premises interruption of or the date on which title damage to Tenant's business or for Tenant's moving expenses but only if such award shall be in addition to the Premises is vested in award for the condemning authority. Property and the Building (or portion thereof) containing the Premises. (b) If more than twenty-five fifty percent (25%) of the Rentable Area of the Premises is so taken, Tenant shall have the right to cancel this Lease by written notice to Landlord given within twenty (20) days after the Termination Date. If less than twenty-five percent (25%) of the Rentable Area of the Premises is so taken, or if the Tenant does not cancel this Lease according to the preceding sentence, the Monthly Rent shall be abated in the proportion of the Rentable Area of the Premises so taken to the Rentable Area of the Premises immediately before such taking, and Tenant's Share shall be appropriately recalculated. If twenty-five percent (2550%) or more of the Building other than the Premises or 20% or more of the Project is so takenparking area shall be condemned, taken or purchased in lieu thereof, then Landlord or Tenant may cancel terminate this Lease by written notice to Tenant given notifying the other of such termination within thirty sixty (3060) days after the Termination Datedate of vesting of title. In This Lease shall expire on the event date specified in such notice of any termination, which date shall be not less than sixty (60) days after the giving of such notice. (c) Any such taking, the entire award shall be paid to Landlord and Tenant shall have no right condemnation or claim to any part of such award; however, Tenant shall have the right to assert a claim against the condemning authority temporary requisition which does not result in a separate actiontermination of this Lease, so long as Landlord's award is hereinbefore provided in this Paragraph 20, shall not otherwise reduced, be cause for Tenant's moving expenses and leasehold improvements owned by Tenantany reduction or diminution of the rental payment hereunder.

Eminent Domain. 17.1 If all SECTION 10.1 In the event that at any time during the term of this Lease the whole or any part of the Leased Premises are shall be taken by any lawful power by the exercise of the power right of eminent domain for any public or quasi-public purpose the following provisions shall be applicable: To the extent any compensation received by KCS is for improvements paid for by LESSEE, a percentage of the amount received by KCS for such improvements paid for by LESSEE equal to the amount received by KCS for such improvement multiplied by percentage which has numerator equal to the number of years remaining in the then current term of the Agreement and a denominator equal to ten (10). 10.1.1 If such proceedings shall result in the taking of the whole or conveyed by Landlord a portion of the Leased Premises that materially interferes with LESSEE’s use of the Leased Premises for railroad purposes, LESSEE shall have the right, upon written notice to KCS, to terminate this Lease in lieu of such exercise) its entirety. In that event, and subject to any necessary regulatory approvals or exemptions, this Lease shall terminate and expire on a date (the "Termination Date") which is the earlier of the date upon which the condemning authority takes possession of the Premises or the date on which title to the Leased Premises is vested vests in the condemning authority. If more than twenty-five percent (25%) , and the rent and other sums or charges provided in this Lease shall be adjusted as of the Rentable Area date of such vesting. 10.1.2 If such proceeding shall result in the taking of less than all of the Leased Premises is so taken, Tenant shall have the right to cancel this Lease by written notice to Landlord given within twenty (20) days after the Termination Date. If less than twenty-five percent (25%) which does not materially interfere with LESSEE’s use of the Rentable Area Leased Premises for railroad purposes, then the Lease shall continue for the balance of its term as to the part of the Leased Premises is so takenremaining, without any reduction, abatement or if effect upon the Tenant does not cancel rent or any other sum or charge to be paid by the LESSEE under the provisions of this Lease according to the preceding sentenceLease. 10.1.3 Except as otherwise expressly provided in this Section, the Monthly Rent KCS shall be abated in entitled to any and all funds payable for the proportion total or partial taking of the Rentable Area of the Leased Premises so taken to the Rentable Area of the Premises immediately before such takingwithout any participation by LESSEE; provided, and Tenant's Share however, that nothing contained herein shall be appropriately recalculated. If twenty-five percent (25%) or more of the Building or the Project is so taken, Landlord may cancel this Lease by written notice construed to Tenant given within thirty (30) days after the Termination Date. In the event of preclude LESSEE from prosecuting any such taking, the entire award shall be paid to Landlord and Tenant shall have no right or claim to any part of such award; however, Tenant shall have the right to assert a claim directly against the condemning authority for loss of its business or for the value of its leasehold estate. 10.1.4 Each party shall provide prompt notice to the other party of any eminent domain proceeding involving the Leased Premises. Each party shall be entitled to participate in any such proceeding, at its own expense, and to consult with the other party, its attorneys, and experts. LESSEE and KCS shall make-all reasonable efforts to cooperate with each other in the defense of such proceedings and to use their best efforts to ensure LESSEE’s continued ability to use the Leased Premises for the conduct of freight railroad operations. SECTION XI. [**] SECTION 11.1 [**] SECTION 11.2 IN THE PERFORMANCE OF THIS LEASE, LESSEE SHALL COMPLY WITH ALL APPLICABLE FEDERAL, STATE AND LOCAL GOVERNMENTAL STATUTES, ORDINANCES, ORDERS AND REGULATIONS. NO PENALTIES, COSTS OR ADDITIONAL EXPENSE RESULTING FROM FAILURE TO COMPLY WITH ANY SUCH REQUIREMENT SHALL BE ADDED TO OR FORM THE BASIS FOR ANY PART OF THE LEASE PRICES HEREIN PROVIDED. LESSEE SHALL DEFEND, INDEMNIFY, SAVE HARMLESS KCS FROM AND AGAINST ALL CLAIMS, ACTIONS OR LEGAL PROCEEDINGS ARISING FROM THE VIOLATION OR ALLEGED VIOLATION OF ANY LAWS, ORDINANCES, ORDERS OR REGULATIONS TO THE EXTENT CAUSED OR PERMITTED BY LESSEE. SECTION 11.3 LESSEE shall, at its own sole cost and expense, procure the following kinds of insurance for the term of this agreement commencing as of the date of the Effective Date and promptly pay when due all premiums for that insurance. Upon the failure of LESSEE to maintain insurance as provided herein, KCS shall have the right, after giving LESSEE ten days written notice, to obtain such insurance and LESSEE shall promptly reimburse KCS for that expense. The following minimum insurance coverage shall be kept in force during the term of this Lease: [**] SECTION 11.4 LESSEE warrants that this Lease has been reviewed with its insurance agent(s)/broker(s) and the agent(s)/broker(s) has been instructed to procure the insurance coverage required herein and name KCS as additional insured with respect to all liabilities assumed by LESSEE hereunder. SECTION 11.5 [**] SECTION 11.6 The insurance policy (ies) shall be written by a separate actionreputable insurance company or companies acceptable to KCS or with a current Best’s Insurance Guide Rating of B and Class X or better. Such insurance company shall be authorized to transact business in the State of Alabama. SECTION 11.7 Insurance coverage provided in the amounts set forth herein shall not be construed to otherwise relieve LESSEE from liability hereunder in excess of such coverage, so long nor shall it preclude LESSEE from taking such other action as Landlord's award is not available to it under any other provision of this Agreement or otherwise reduced, for Tenant's moving expenses and leasehold improvements owned by Tenantin law.

Eminent Domain. 17.1 If all or any part of the Premises are shall be taken by or conveyed as a result of the exercise of the power of eminent domain (or conveyed by Landlord in lieu under threat of the exercise of such exercise) power, this Lease shall terminate on a date (as to the "Termination Date") which is the earlier part so taken as of the date upon which of taking. In the condemning authority takes possession case of the Premises a partial taking, either Landlord or the date on which title to the Premises is vested in the condemning authority. If more than twenty-five percent (25%) of the Rentable Area of the Premises is so taken, Tenant shall have the right to cancel terminate this Lease as to the balance of the Premises by written notice Notice to Landlord given the other within twenty thirty (2030) days after such date; provided, however, that a condition to the Termination Date. If less than twenty-five percent (25%) exercise by Tenant of such right to terminate shall be that the Rentable Area portion of the Premises is so takentaken or conveyed shall be of such extent and nature as substantially to impede or impair Tenant’s use of the balance of the Premises. In the event of any taking, Landlord shall be entitled to any and all compensation, damages, income, rent awards or any interest therein whatsoever which may be paid or made in connection therewith. Tenant shall have no claim against Landlord for the value of any unexpired Term or any other value whatsoever; provided however, Tenant shall be entitled to any and all compensation, damages, income, rent or awards paid for, or if the Tenant on account of, Tenant’s moving expenses, trade fixtures and equipment; provided same does not cancel reduce Landlord’s award. In the event of a taking of the Premises which does not result in a termination of this Lease according to the preceding sentenceLease, the Monthly Rent shall will be abated in the proportion of the Rentable Area rentable area of the Premises so taken to the Rentable Area rentable area of the Premises immediately before such taking, and Tenant's ’s Share shall will be appropriately recalculated. If twenty-five percent (25%) or more of the Building or the Project is so taken, Landlord may cancel Tenant agrees that its rights to terminate this Lease due a partial taking are governed by written notice this Article 18. Tenant waives all rights it may have under California Code of Civil Procedure §1265.130, or otherwise, to Tenant given within thirty (30) days after the Termination Date. In the event of any such terminate this Lease based on a partial taking, the entire award shall be paid to Landlord and Tenant shall have no right or claim to any part of such award; however, Tenant shall have the right to assert a claim against the condemning authority in a separate action, so long as Landlord's award is not otherwise reduced, for Tenant's moving expenses and leasehold improvements owned by Tenant.

Eminent Domain. 17.1 If all 9.01. In the event that the whole of the Premises are demised premises shall be lawfully condemned or taken by exercise in any manner for any public or quasi-public use or purpose, this Lease and the terms and estate hereby granted shall forthwith cease and terminate as of the power date of eminent domain vesting of title (hereinafter referred to as the "date of taking"), and Tenant shall have no claim against Landlord for, or conveyed by Landlord in lieu make any claim for, the value of any unexpired term of this Lease, and the basic annual rent and additional rent shall be apportioned as of such exercisedate. 9.02. In the event that any part of the demised premises shall be so condemned or taken, then this Lease shall be and remain unaffected by such condemnation taking, except that the basic annual rent and additional rent allocable to the part so taken shall be apportioned (on a per square foot basis) as of the date of taking, provided, however, that (a) Tenant may elect to cancel this Lease (i) in the event the area remaining following the condemnation or taking shall not be sufficient, in the reasonable judgment of Tenant, to enable Tenant to continue the operation of its business therein substantially the manner in which such business was being conducted immediately prior to such taking, or (ii) if such taking materially adversely impairs the means of access to the demised premises or the entrances or lobby of the Building or (b) Landlord may elect to terminate this Lease if in the reasonable judgment of Landlord and as a result of a condemnation or taking of a portion of the Building, the Building could not be operated in an economically viable manner, provided that Landlord has elected to terminate leases covering fifty (50%) percent of the balance of the leasable space in the Building, and provided further that the party entitled to cancel the Lease serves the other party with a notice of election to cancel not later than ninety (90) days after the date when title shall vest in the condemning authority. Upon the giving of such notice, this Lease shall terminate on a the thirtieth (30th) day following the date (of receipt of such notice and the "Termination Date") which is the earlier basic annual rent and additional rent hereunder shall be apportioned as of the date upon of the condemnation or taking with respect to the portion of the demised premises taken, and as of such termination date with respect to the remainder of the demised premises. Upon such partial taking and this Lease continuing in force as to any part of the demised premises not so taken, the basic annual rent and additional rent shall be adjusted in the proportion that the area of the demised premises taken bears to the total area of the demised premises (on a per square foot basis). If as a result of the partial taking (and this Lease continuing in force as to the part of the demised premises not so taken) a part of the demised premises not so taken is damaged, Landlord agrees to promptly restore the damaged portion remaining after the taking to the condition existing immediately prior to the taking. 9.03. Nothing hereinabove provided shall (in the event the Lease is cancelled as above provided) preclude Tenant from appearing, claiming, proving and receiving in the condemnation proceeding, Tenant's moving expenses, and the value of Tenant's Property. In the event that Tenant is not permitted to make a separate claim for such items in such proceeding, Landlord shall prosecute all claims in such proceeding on behalf of both Landlord and Tenant, in which event Tenant may, if it so elects and at its expense, join with Landlord in such proceeding, retain co-counsel, attend hearings, present arguments and generally participate in the conduct of the proceeding; provided, however, that, if Landlord incurs any additional expense because of Tenant's exercising its rights under this sentence, Tenant will bear such additional expense. 9.04. In the event that only a part of the demised premises shall be taken and neither Landlord nor Tenant shall have elected to cancel this Lease as above provided, the entire award for a partial taking shall be paid to Landlord; provided, however, that the portion of any award which is expressly attributable by the condemning authority takes possession to a taking of Tenant's Property shall be paid to Tenant and Tenant shall be entitled to any award which may be awarded by the condemning authority for Tenant's moving expenses. Landlord, at Landlord's own expense, shall restore the unaffected part of the Premises Building to substantially the same condition and tenantability as existed prior to the taking. Until said unaffected portion is restored, Tenant shall be entitled to a proportionate abatement of basic annual rent and additional rent for that portion of the demised premises which is being restored and is not usable until the completion of the restoration or until the said portion of the demised premises is used by Tenant for the purpose of conducting its business, whichever occurs sooner. 9.05. Notwithstanding the above, if a partial taking shall occur in the last two (2) years of the then term of this Lease, either Landlord or Tenant, irrespective of the area of the space remaining, may elect to cancel this Lease and the term hereby granted, provided such party shall have, within ninety (90) days after such taking, given notice to that effect to the other party and, upon the receipt of such notice, the basic annual rent and additional rent, shall be apportioned and paid to the date on which title to the Premises is vested in the condemning authority. If more than twenty-five percent (25%) of expiration of the Rentable Area term specified, and this Lease and the term hereby granted shall cease, expire and come to an end upon the expiration of the Premises is so takenninety (90) days specified in said notice; provided, however, that neither Landlord nor Tenant shall have the right to cancel this Lease by written notice pursuant to this Section 9.05 if, prior to the date of such partial taking Tenant shall have delivered to Landlord given within twenty (20) days after notice of its irrevocable election to thereafter extend this Lease pursuant to Section 41.01 hereof, in which event neither Landlord nor Tenant may elect to terminate this Lease pursuant to this Section 9.05 with respect to any portions of the Termination Datedemised premises which are the subject of such extension. If less than twenty-five percent (25%) of either Landlord or Tenant shall so elect to end this Lease and the Rentable Area of the Premises is so takenterm hereby granted as provided herein, or if the Tenant does not cancel this Lease according either party hereto shall elect to the preceding sentence, the Monthly Rent shall be abated in the proportion of the Rentable Area of the Premises so taken to the Rentable Area of the Premises immediately before such taking, and Tenant's Share shall be appropriately recalculated. If twenty-five percent (25%) or more of the Building or the Project is so taken, Landlord may cancel end this Lease by written notice to Tenant given within thirty (30) days after exercising a right contained in Section 9.02 above, Landlord need not restore any part of the Termination Date. In the event of any such taking, demised premises and the entire award for partial condemnation shall be paid to Landlord Landlord, and Tenant shall have no right or claim to any part of such award; howeverthereof, Tenant shall have except as to the right to assert a claim against the condemning authority items set forth in a separate actionSection 9.03, so long as Landlord's award is not otherwise reduced, for Tenant's moving expenses and leasehold improvements owned by Tenantwhere same are applicable.