Common use of Landlord’s Election Clause in Contracts

Landlord’s Election. If Tenant desires to assign its interest under the Lease or to sublet all or part of the Leased Premises (a “Proposed Transfer”), Tenant must first notify Landlord, in writing, of such Proposed Transfer, at least fifteen (15) business days in advance of the date it intends to close the Proposed Transfer, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) the terms of the Proposed Transfer, including the name of the proposed assignee or sublessee, the proposed assignee’s or sublessee’s intended use of the Leased Premises, current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably request. Landlord shall have a period of fifteen (15) business days following receipt of such notice and the required information to consent or decline to consent to the Proposed Transfer. If Landlord does not respond within such fifteen (15) business day period, Landlord shall be deemed to have approved the Proposed Transfer. If Landlord declines to consent to the Proposed Transfer, Landlord shall notify Tenant in writing, specifying the reasons under this Lease that such refusal is justified. During such fifteen (15) business day period, Tenant covenants and agrees to supply to Landlord, promptly upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee.

Landlord’s Election. If Tenant desires shall desire to assign its interest under the Lease or to sublet all or part of the Leased Premises (a “Proposed Transfer”)Premises, Tenant must first notify Landlord, in writing, of such Proposed Transferits intent to so assign or sublet, at least fifteen thirty (1530) business days in advance of the date it intends to close so assign its interest in this Lease or sublet the Proposed TransferLeased Premises but not sooner than one hundred eighty days in advance of such date, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) in detail the terms of the Proposed Transfersuch proposed assignment or subletting, including the name of the proposed assignee or sublessee, the proposed property assignee’s 's or sublessee’s 's intended use of the Leased Premises, current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably request. Landlord shall have a period of fifteen ten (1510) business days following receipt of such notice and the required information within which to consent or decline to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant's compliance with the Proposed Transfer. If Landlord does not respond within such fifteen conditions set forth in Paragraph 7.4 below, or (15ii) business day period, Landlord shall be deemed refuse to have approved the Proposed Transfer. If Landlord declines to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused, or (iii) in the Proposed Transfer, Landlord shall notify Tenant in writing, specifying the reasons under case of an assignment of this Lease that such refusal is justifiedor sublet of 100% of the Leased Premises, terminate this Lease. During such fifteen ten (1510) business day period, Tenant covenants and agrees to supply to Landlord, promptly upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee. Notwithstanding the foregoing, if Landlord elects to terminate the Lease as provided herein, Landlord shall notify Tenant thereof during such ten (10) business day period and Tenant shall have ten (10) business days thereafter to either (i) accept Landlord's termination or (ii) rescind its request for consent to the assignment or subletting, in which case the Lease shall continue in full force and effect between Tenant and Landlord.

Landlord’s Election. If Tenant desires Tenant’s request for consent to assign its interest under any Transfer shall he accompanied by a written statement setting forth the Lease or to sublet all or part details of the Leased Premises proposed Transfer, including the name, business and financial condition of the prospective Transferee, financial details of the proposed Transfer (a “Proposed Transfer”e.g., the term and the rent and security deposit payable), Tenant must first notify Landlord, in writing, of such Proposed Transfer, at least fifteen (15) business days in advance of and any other related information that Landlord may reasonably require. Landlord shall have the date it intends to close the Proposed Transfer, specifying right: (a) to withhold consent to the size of the space to be so transferredTransfer, if reasonable, (b) the duration of the term of such Proposed Transfer and to grant consent, (c) to terminate this Lease as to the portion of the Premises affected by any proposed Transfer, in which event Landlord may enter into a lease directly with the proposed Transferee, or (d) to consent on the condition that Landlord be paid, as Additional Rent hereunder, fifty percent (50%) of all subrent or other consideration to be paid to Tenant under the terms of the Proposed Transfer, including the name Transfer in excess of the proposed assignee total rent due hereunder (including, if such Transfer is an assignment or sublesseeif such Transfer is to occur directly or indirectly in connection with the sale of any assets of Tenant, the proposed assignee’s or sublessee’s intended use fifty percent (50%) of the Leased Premises, current financial statements (including a balance sheet, income statement and statement amount of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably request. Landlord shall have a period of fifteen (15) business days following receipt of such notice and the required information to consent or decline to consent consideration attributable to the Proposed TransferTransfer of the Lease, as reasonably determined by Landlord). If Landlord does not respond within such fifteen (15) business day period, Landlord shall be deemed to have approved the Proposed Transfer. If Landlord declines to consent to the Proposed Transfer, Landlord shall notify Tenant in writing, specifying the reasons under this Lease that such refusal is justified. During such fifteen (15) business day period, Tenant covenants and agrees to supply to Landlord, promptly upon request, all necessary or relevant information The grounds on which Landlord may reasonably request respecting such proposed assignment or subletting and/or withhold its consent to any requested Transfer include, without limitation, that: (i) the proposed assignee Transferee’s contemplated use of the Premises following the proposed Transfer is reasonably similar to the use of the Premises permitted hereunder, (ii) in Landlord’s reasonable business judgment, the proposed Transferee lacks sufficient business reputation or sublesseeexperience to operate a successful business of the type and quality permitted under this Lease, (iii) in Landlord’s reasonable business judgment, the proposed Transferee lacks sufficient net worth, working capital, anticipated cash flow and other indications of financial strength to meet all of its obligations under this Lease, (iv) the proposed Transfer would breach any covenant of Landlord respecting a radius restriction, location, use or exclusivity in any other lease, financing agreement, or other agreement relating to the Property, and (v) in Landlord’s reasonable business judgment, the possibility of a release of Hazardous Materials is materially increased as a result of the Transfer or if Landlord does not receive sufficient assurances that the proposed Transferee has the experience and financial ability to remedy a violation of Hazardous Materials and to fulfill its obligations under Articles 13 and 14. Landlord need only respond to any request by Tenant hereunder within a reasonable time of not less than ten (10) business days alter receipt of all information and other submission required in connection with such request.

Landlord’s Election. If Except as provided for in Paragraph 7.2 above, if Tenant desires shall desire to assign its interest under the Lease or to sublet all or part of the Leased Premises (a “Proposed Transfer”)Premises, Tenant must first notify Landlord, in writing, of such Proposed Transfer, sublease or assignment and provide an executed copy thereof to Landlord at least fifteen (15) business 20 days in advance of the commencement date it intends to close the Proposed Transferof such sublease or assignment but not sooner than one hundred eighty (180) days in advance of such date, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) in detail the terms of the Proposed Transfersuch proposed assignment or subletting, including the name of the proposed assignee or sublessee, the proposed assignee’s or sublessee’s intended use of the Leased Premises, current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principlesGAAP; provided, however, that, if applicable with respect to a proposed sublessee, during any period that the proposed sublessee actually does not prepare its financial statements in accordance with GAAP, then financial statements prepared and reviewed by a reputable, third-party, independent certified public accountant shall suffice) of such proposed assignee or sublessee, the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably request. Such executed sublease or assignment shall be conditioned upon any required Landlord consent. Landlord shall have a period of fifteen ten (1510) business days following receipt of such notice and the required information within which to consent or decline to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant’s compliance with the Proposed Transfer. If Landlord does not respond within such fifteen conditions set forth in Paragraph 7.4 below, or (15ii) business day period, Landlord shall be deemed refuse to have approved the Proposed Transfer. If Landlord declines to so consent to the Proposed Transfersuch requested assignment or subletting, Landlord shall notify Tenant in writing, specifying the reasons under this Lease provided that such refusal is justifiedconsent shall not be unreasonably refused. During such fifteen ten (1510) business day period, Tenant covenants and agrees to supply to Landlord, promptly upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee.. If Landlord fails to respond by the end of such ten (10) business day period to Tenant’s request for consent to any proposed Transfer, Tenant may send a second (2nd) request to Landlord, which request must contain the following inscription, in 14 point font and bold faced lettering: “SECOND NOTICE DELIVERED PURSUANT TO PARAGRAPH 7.3 OF LEASE—FAILURE TO TIMELY RESPOND WITHIN FIVE (5)

Landlord’s Election. If Tenant desires Tenant’s request for consent to assign its interest under any Transfer shall be accompanied by a written statement setting forth the Lease or to sublet all or part details of the Leased Premises proposed Transfer, including the name, business and financial condition of the prospective Transferee, financial details of the proposed Transfer (a “Proposed Transfer”e.g., the term and the rent and security deposit payable), Tenant must first notify Landlord, in writing, of such Proposed Transfer, at least fifteen (15) business days in advance of and any other related information that Landlord may reasonably require. Landlord shall have the date it intends to close the Proposed Transfer, specifying right: (a) to withhold consent to the size of the space to be so transferredTransfer, if reasonable, (b) the duration of the term of such Proposed Transfer and to grant consent, (c) to terminate this Lease as to the portion of the Premises affected by any proposed Transfer, in which event Landlord may enter into a lease directly with the proposed Transferee (which election to terminate shall not be construed to be a consent to the proposed Transfer), provided Tenant may retract its request for consent to such Transfer and negate Landlord’s recapture of such space upon notice from Landlord of Landlord’s intent to recapture the same, or (d) to consent on the condition that Landlord be paid fifty percent (50%) of all subrent or other consideration to be paid to Tenant under the terms of the Proposed Transfer in excess of the total rent due hereunder (including, if such Transfer is an assignment or if such Transfer is to occur directly or indirectly in connection with the sale of any assets of Tenant, fifty percent (50%) of the amount of the consideration attributable to the Transfer, including as reasonably determined by Landlord). Landlord may require any permitted subtenant to make rental payments directly to Landlord, in the name amount of rent due hereunder. The grounds on which Landlord may reasonably withhold its consent to any requested Transfer include, without limitation, that: (i) the proposed Transferee’s contemplated use of the Premises following the proposed assignee or sublesseeTransfer is not reasonably similar to the use of the Premises permitted hereunder, (ii) in Landlord’s reasonable business judgment, the proposed assignee’s Transferee lacks sufficient business reputation or sublessee’s intended use experience to operate a successful business of the Leased Premisestype and quality permitted under this Lease, current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared iii) in accordance with generally accepted accounting principles) of such proposed assignee or sublesseeLandlord’s reasonable business judgment, the form proposed Transferee lacks sufficient net worth, working capital, anticipated cash flow and other indications of documents financial strength to be used meet all of its obligations under this Lease, (iv) the proposed Transfer would breach any covenant of Landlord respecting a radius restriction, location, use or exclusivity in effectuating such assignment any other lease, financing agreement, or subletting and such other information as Landlord may reasonably request. Landlord shall have a period of fifteen (15) business days following receipt of such notice and the required information to consent or decline to consent agreement relating to the Proposed Transfer. If Center, and (v) in Landlord’s reasonable business judgment, the possibility of a release of Hazardous Materials is materially increased as a result of the Transfer or if Landlord does not respond within receive sufficient assurances that the proposed Transferee has the experience and financial ability to remedy a violation of Hazardous Materials and to fulfill its obligations under Articles 13 and 14. In connection with any such fifteen (15) business day period, Landlord shall be deemed to have approved the Proposed Transfer. If Landlord declines to consent to the Proposed Transfer, Landlord shall notify have the right to require Tenant, at Tenant’s sole cost, to cause environmental testing meeting the requirements of an Exit Assessment described in Section 14.8 to be performed. Landlord need only respond to any request by Tenant in writing, specifying the reasons under this Lease that such refusal is justified. During such fifteen hereunder within a reasonable time of not less than ten (1510) business day period, Tenant covenants days after receipt of all information and agrees to supply to Landlord, promptly upon other submission required in connection with such request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee.

Landlord’s Election. If Tenant desires shall desire to assign its interest under the Lease (except if pursuant to Paragraph 7.2(b) hereof) or to sublet all or part of the Leased Premises (a “Proposed Transfer”)Premises, Tenant must first notify Landlord, in writing, of such Proposed Transferits intent to so assign or sublet, at least fifteen thirty (1530) business days in advance of taking any action with respect thereto. Once Tenant (or Landlord or both pursuant to the joint marketing election described below) has identified a potential assignee or sublessee, Tenant shall notify Landlord, in writing, of its intent to so assign or sublet, at least thirty (30) days in advance of the date it intends to close so assign its interest in this Lease or sublet the Proposed TransferLeased Premises but not sooner than one hundred eighty days in advance of such date, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) in detail the terms of the Proposed Transfersuch proposed assignment or subletting, including the name of the proposed assignee or sublessee, the proposed assignee’s 's or sublessee’s 's intended use of the Leased Premises, current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably request. Landlord shall have a period of fifteen ten (1510) business days following receipt of such notice and the required information within which to consent or decline to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant's compliance with the Proposed Transfer. If Landlord does not respond within such fifteen conditions set forth in Paragraph 7.4 below, or (15ii) business day period, Landlord shall be deemed refuse to have approved the Proposed Transfer. If Landlord declines to so consent to the Proposed Transfersuch requested assignment or subletting, Landlord shall notify Tenant in writing, specifying the reasons under this Lease provided that such refusal is justifiedconsent shall not be unreasonably refused. During such fifteen (15) business day period, Tenant covenants and agrees to supply to Landlord, promptly upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee. In the event Tenant desires to sublease all or a portion of the Leased Premises, Landlord shall have the right to elect to jointly market with Tenant the applicable portion (including all) of the Leased Premises for subleasing and/or direct leasing, such joint marketing election to be made, if at all, in writing and delivered to Tenant during the thirty (30) day period described in the first sentence of this Paragraph 7.3.

Landlord’s Election. If Tenant desires shall desire to assign its interest under the this Lease or to sublet all or part of the Leased Premises (a “Proposed Transfer”)Premises, Tenant must first notify Landlord, in writing, of such Proposed Transferits intent to so assign or sublet, at least fifteen (15) business 20 days in advance of the date it intends to close so assign its interest in this Lease or sublet the Proposed TransferLeased Premises but not sooner than one hundred eighty days in advance of such date, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) in detail the terms of the Proposed Transfersuch proposed assignment or subletting, including the name of the proposed assignee or sublesseesubleasee, the proposed assignee’s 's or sublessee’s subleasee's intended use of the Leased Premises, a current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, subleasee and the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably requestsubletting. Landlord shall have a period of fifteen (15) business 10 days following receipt of such notice and within which to do one of the required information to consent or decline to following: (i) consent to such requested assignment or subletting subject to Tenant's compliance with the Proposed Transfer. If Landlord does not respond within such fifteen conditions set forth in Article 7.4 below or (15ii) business day period, Landlord shall be deemed refuse to have approved the Proposed Transfer. If Landlord declines to so consent to the Proposed Transfersuch requested assignment or subletting, Landlord shall notify Tenant in writing, specifying the reasons under this Lease provided that such refusal consent shall not be unreasonably refused. It shall not be unreasonable for Landlord to withhold its consent to any proposed assignment or subletting if (i) the proposed assignee's or subtenant's anticipated use of the Premises in- volves the storage, use or disposal of a Hazardous Material other than Hazardous Materials used by Tenant; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if the proposed assignee or subtenant is justifiedsubject to investigation or enforcement order or proceeding by any governmental authority in connection with the unlawful use, disposal or storage of a Hazardous Material. During such fifteen (15) business said 10 day period, Tenant covenants and agrees to supply to Landlord, promptly upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublesseesubleasee.

Landlord’s Election. If Tenant desires shall desire to assign its interest under the Lease or to sublet all or part of the Leased Premises (a “Proposed Transfer”)Premises, Tenant must first notify Landlord, in writing, of such Proposed Transferits intent to so assign or sublet, at least fifteen thirty (1530) business days in advance of taking any action with respect thereto. Once Tenant (or Landlord or both pursuant to the joint marketing election described below) has identified a potential assignee or sublessee, Tenant shall notify Landlord, in writing, of its intent to so assign or sublet, at least thirty (30) days in advance of the date it intends to close so assign its interest in this Lease or sublet the Proposed TransferLeased Premises but not sooner than one hundred eighty days in advance of such date, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) in detail the terms of the Proposed Transfersuch proposed assignment or subletting, including the name of the proposed assignee or sublessee, the proposed assignee’s or sublessee’s intended use of the Leased Premises, current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably request. Landlord shall have a period of fifteen ten (1510) business days following receipt of such notice and the required information within which to consent or decline to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant’s compliance with the Proposed Transfer. If Landlord does conditions set forth in Paragraph 7.4 below, or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not respond within be unreasonably refused, or (iii) terminate this Lease as to the entirety of the Leased Premises, or, at Landlord’s sole option, as to only such fifteen portion of the Leased Premises as is the subject of the proposed assignment or subletting (15such termination to be effective either (A) on the date specified in Tenant’s notice as the intended effective date of the assignment or subletting, or (B) on such tenth (10th) business day periodafter receipt of Tenant’s notice, Landlord shall be deemed to have approved the Proposed Transfer. If Landlord declines to consent to the Proposed Transfer, Landlord shall notify Tenant in writing, specifying the reasons under this Lease that such refusal is justifiedat Landlord’s option). During such fifteen ten (1510) business day period, Tenant covenants and agrees to supply to Landlord, promptly upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee. In the event of an election by Landlord under clause (iii) above, Landlord shall have the right to enter into a direct lease with the proposed assignee or sublessee without payment of any consideration to Tenant. In addition, in the event Tenant desires to sublease all or a portion of the Leased Premises, Landlord shall have the right to elect to jointly market with Tenant the applicable portion (including all) of the Leased Premises for subleasing and/or direct leasing, such joint marketing election to be made, if at all, in writing and delivered to Tenant during the thirty (30) day period described in the first sentence of this Paragraph 7.3.

Landlord’s Election. If In the event that Tenant desires seeks to assign its interest under the make any Transfer, which is an assignment of this Lease or a subletting or other transfer of more than fifty percent (50%) of the Premises (or any portion of the Premises for a term equal to sublet or greater than fifty percent (50%) of the remaining Term of the Lease), Landlord shall have the right to terminate this Lease or, in the case of a sublease of less than all or of the Premises, terminate this Lease as to that part of the Leased Premises proposed to be so sublet so that Landlord is thereafter free to lease the Premises (a “Proposed Transfer”), Tenant must first notify Landlordor, in writingthe case of a partial sublease, the portion proposed to be so sublet) to whomever it pleases on whatever terms are acceptable to Landlord. Landlord shall make its election to terminate by providing written notice (“Landlord’s Notice”) to Tenant of such Proposed Transfer, at least fifteen its election within ten (1510) business days after receipt of Tenant’s request for consent and the required accompanying documentation. If Landlord elects to terminate this Lease (or, in advance the case of a partial sublease, terminate this Lease as to the date it intends portion to close be so sublet), the Proposed Transfer, specifying Lease shall so terminate in its entirety (a) the size of or as to the space to be so transferredsublet) sixty (60) days after the date of Landlord’s Notice. Upon such termination, (b) Tenant shall be released from any further obligation under this Lease if it is terminated in its entirety, or shall be released from any further obligation under the duration Lease with respect to the space proposed to be sublet in the case of a proposed partial sublease. In the case of a partial termination of the term Lease, the Rent shall be reduced to an amount which bears the same relationship to the original amount thereof as the area of such Proposed Transfer and (c) the terms that part of the Proposed Transfer, including Premises which remains subject to the name Lease bears to the original area of the proposed assignee or sublessee, the proposed assignee’s or sublessee’s intended use of the Leased Premises, current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably request. Landlord and Tenant shall execute a cancellation and release with respect to the Lease to effect such termination. Notwithstanding anything to the contrary contained in this Lease, if Landlord exercises the termination rights set forth in this Section, Tenant shall have a period of fifteen (15) business days following receipt of such the right to rescind its notice and the required information to consent or decline to request for consent to the Proposed Transfer. If proposed Transfer by written notice to Landlord does not respond within such fifteen given (155) business day perioddays after receipt of Landlord’s Notice, Landlord shall be deemed to have approved the Proposed Transfer. If Landlord declines to consent to the Proposed Transfer, Landlord shall notify Tenant in writing, specifying the reasons under which case this Lease that such refusal is justified. During such fifteen (15) business day period, Tenant covenants shall remain in full force and agrees to supply to Landlord, promptly upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublesseeeffect.

Landlord’s Election. If Tenant desires shall desire to assign its interest under the this Lease or to sublet all or part of the Leased Premises (a “Proposed Transfer”)Premises, Tenant must first notify Landlord, in writing, of such Proposed Transferits intent to so assign or sublet, at least fifteen (15) business ninety days in advance of the date it intends to close so assign its interest in this Lease or sublet the Proposed TransferLeased Premises but not sooner than one hundred eighty days in advance of such date, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) in detail the terms of the Proposed Transfersuch proposed assignment or subletting, including the name of the proposed assignee or sublessee, the proposed assignee’s 's or sublessee’s Sublessee's intended use of the Leased Premises, a current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, sublessee and the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably requestsubletting. Landlord shall have a period of fifteen (15) business days following receipt of such notice and within which to do one of the required information to consent or decline to following: (i) consent to such requested assignment or subletting subject to Tenant's compliance with the Proposed Transfer. If Landlord does not respond within such fifteen conditions set forth in Article 7.4 below or (15ii) business day period, Landlord shall be deemed refuse to have approved the Proposed Transfer. If Landlord declines to so consent to the Proposed Transfersuch requested assignment or subletting, Landlord shall notify Tenant in writing, specifying the reasons under this Lease provided that such refusal consent shall not be unreasonably refused. It shall not be unreasonable for Landlord to withhold its consent to any proposed assignment or subletting if (i) the proposed assignee's or subtenant's anticipated use of the Premises involves the storage, use or disposal of a Hazardous Material; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if the proposed assignee or subtenant is justifiedsubject to investigation or enforcement order or proceeding by any governmental authority in connection with the use, disposal or storage of a Hazardous Material. During such said fifteen (15) business day period, Tenant covenants and agrees to supply to Landlord, promptly upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee.

Landlord’s Election. If Tenant desires shall desire to assign its interest under the Lease or to sublet all or part of the Leased Premises (a “Proposed Transfer”)Premises, Tenant must first notify Landlord, in writing, of such Proposed Transferits intent to so assign or sublet, at least fifteen thirty (1530) business days in advance of the date it intends to close so assign its interest in this Lease or sublet the Proposed TransferLeased Premises but not sooner than one hundred eighty days in advance of such date, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) in detail the terms of the Proposed Transfersuch proposed assignment or subletting, including the name of the proposed assignee or sublessee, the proposed property assignee’s 's or sublessee’s 's intended use of the Leased Premises, current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably request. Landlord shall have a period of fifteen ten (1510) business days following receipt of such notice and the required information within which to consent or decline to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant's compliance with the Proposed Transfer. If Landlord does conditions set forth in Paragraph 7.4 below, or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not respond within such fifteen be unreasonably refused, or (15iii) business day periodterminate this Lease as to the portion (including all) of the Leased Premises that is the subject of the proposed assignment or subletting; provided however, if for any proposed sublease, the term of the sublease is less than two (2) years in length and the term of the sublease expires more than two (2) years prior to the end of the original Lease Term, then Landlord shall be deemed not have the right to have approved the Proposed Transfer. If Landlord declines to consent to the Proposed Transfer, Landlord shall notify Tenant in writing, specifying the reasons under terminate this Lease that such refusal is justifiedas provided herein. During such fifteen ten (1510) business day period, Tenant covenants and agrees to supply to Landlord, promptly upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee.

Landlord’s Election. If Tenant desires or Tenant’s successors shall desire to assign its interest under the this Lease or to sublet all or part of the Leased Premises (a “Proposed Transfer”)Premises, Tenant and Tenant’s successors must first notify Landlord, in writing, of such Proposed Transferits intent to so assign or sublet, at least fifteen (15) business thirty days in advance of the date it intends to close so assign its interest in this Lease or sublet the Proposed TransferLeased Premises but not sooner than sixty days in advance of such date, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) in detail the terms of the Proposed Transfersuch proposed assignment or subletting, including the name of the proposed assignee or sublessee, the proposed assignee’s or sublesseeSublessee’s intended use of the Leased Premises, a current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, sublessee and the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably requestsubletting. Landlord shall have a period of fifteen (15) business days following receipt of such notice and receipt of all information requested by Landlord regarding the required information proposed assignee or sublessee within which to consent do one of the following: (a) terminate this Lease or, in the case of a sublease of less than all of the Leased Premises, terminate this Lease as to that part of the Leased Premises proposed to be so sublet, either (i) on the condition that the proposed Transferee immediately enter into a direct lease of the Leased Premises with Landlord (or, in the case of a partial sublease, a lease for the portion proposed to be so sublet) on the same terms and conditions contained in Tenant’s (or decline Tenant’s successors’) notice, or (ii) so that Landlord is thereafter free to consent lease the Leased Premises (or, in the case of a partial sublease, the portion proposed to be so sublet) to whomever it pleases on whatever terms are acceptable to Landlord. In the event Landlord elects to so terminate this Lease, then (i) if such termination is conditioned upon the execution of a lease between Landlord and the proposed Transferee, Tenant’s and Tenant’s successors’ obligations under this Lease shall not be terminated until such Transferee executes a new lease with Landlord, enters into possession, and commences Landlord Initials W Tenant Initials NH the payment of rent, and (ii) if Landlord elects simply to terminate this Lease (or, in the case of a partial sublease, terminate this Lease as to the Proposed Transfer. If Landlord does not respond within such portion to be so sublet), the Lease shall so terminate in its entirety (or as to the space to be so sublet) fifteen (15) business day perioddays after Landlord has notified Tenant and Tenant’s successors in writing of such election. In the case of a partial termination of the Lease, the Base Monthly Rent and Tenant’s or Tenant’s successors’ proportionate share shall be reduced to an amount which bears the same relationship to the original amount thereof as the area of that part of the Leased Premises which remains subject to the Lease bears to the original area of the Leased Premises. Landlord and Tenant or Tenant’s successors shall execute a cancellation agreement with respect to the Lease to effect such termination or partial termination, or (b) if Landlord shall be deemed not have elected to have approved the Proposed Transfer. If Landlord declines cancel and terminate this Lease, to either (i) consent to such requested assignment or subletting subject to Tenant’s and Tenant’s successors’ compliance with the Proposed Transferconditions set forth in Article 7.4 below or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. It shall not be unreasonable for Landlord shall notify Tenant to withhold its consent to any proposed assignment or subletting if (i) the proposed assignee’s or subtenant’s anticipated use of the Premises is more intensive than Tenant’s and/or involves the storage, use or disposal of a Hazardous Material; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; (iii) if the proposed assignee or subtenant is subject to investigation or enforcement order or proceeding by any governmental authority in writingconnection with the use, specifying disposal or storage of a Hazardous Material (iv) the reasons proposed assignee or subtenant is a subsidiary of another entity and the parent entity does not guarantee the obligations under this Lease that such refusal is justifiedLease, or (iv) all of the assets of Tenant shall not be held by the proposed assignee or subtenant following the transfer. During such fifteen (15) business day period, Tenant covenants and agrees Tenant’s successors covenant and agree to supply to Landlord, promptly upon request, with all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee. Landlord’s review period shall not commence until Landlord has received all information requested by Landlord.

Landlord’s Election. If Tenant desires to assign its interest under the Lease or to sublet all or part Landlord shall, within ten (10) days of the Leased Premises (a “Proposed Transfer”), Tenant must first notify Landlord, in writing, receipt of such Proposed Transfer, at least fifteen (15) business days in advance of the date it intends to close the Proposed Transfer, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer Notice and (c) the terms of the Proposed Transfer, including the name of all information requested by Landlord concerning the proposed assignee or sublessee, elect to take one of the following actions by Notice to Tenant: a) consent to such proposed assignment or sublease; b) refuse to consent to such proposed assignment or sublease, which refusal shall be on reasonable grounds; c) If Tenant proposes to sublease all or part of the Premises, elect to recapture such portion of the Premises as Tenant proposes to sublease and, as of the tenth (10th) day after Landlord so notifies Tenant of its election to recapture, this Lease shall terminate as to the portion of the Premises recaptured and the Monthly Rent payable under this Lease shall be reduced in the same proportion that the floor area of that portion of the Premises so recaptured bears to the floor area of the Premises prior to such recapture; or d) If Tenant proposes to assign this Lease, elect to recapture the Premises and, as of the tenth (10th) day after Landlord so notifies Tenant of its election to recapture, this Lease shall terminate. Tenant agrees, by way of example and without limitation, that it shall not be unreasonable for Landlord to withhold its consent to a proposed assignment or subletting if any of the following situations exist or may exist: (i) Landlord determines that the proposed assignee’s or sublessee’s intended use of the Leased PremisesPremises conflicts with Article V or Article VI, current financial statements presents an unacceptable risk, as determined by Landlord, under Article VI, or conflicts with any other provision under this Lease; (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principlesii) of such Landlord determines that the proposed assignee or sublessee, sublessee is not financially responsible as of the form date of documents to be used in effectuating Tenant’s request for consent or as of the effective date of such assignment or subletting and such other information as subletting; (iii) Landlord may reasonably request. Landlord shall have a period of fifteen (15) business days following receipt of such notice and determines that the required information to consent or decline to consent to the Proposed Transfer. If Landlord does not respond within such fifteen (15) business day period, Landlord shall be deemed to have approved the Proposed Transfer. If Landlord declines to consent to the Proposed Transfer, Landlord shall notify Tenant in writing, specifying the reasons under this Lease that such refusal is justified. During such fifteen (15) business day period, Tenant covenants and agrees to supply to Landlord, promptly upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or would breach a covenant, condition or restriction in some other lease, financing agreement or other agreement relating to the Property, the Building, the Premises or this Lease; (iv) Landlord determines that the proposed assignee or sublessee (a) has been required by any prior landlord, lender or governmental authority to take remedial action in connection with Hazardous Materials contaminating a property if such contamination resulted from the proposed assignee’s or sublessee’s actions or use of the property in question, or (b) is subject to any enforcement order issued by any governmental authority in connection with the use, disposal or storage of Hazardous Materials; (v) An Event of Default has occurred and is continuing at the time of Tenant’s request for Landlord’s consent, or as of the effective date of such assignment or subletting; (vi) The proposed assignee or sublessee is either a governmental agency or instrumentality thereof; or (vii) The proposed assignee or sublessee or an affiliate thereof (a) occupies space in the Property at the time of the request for consent, (b) is negotiating with Landlord to lease space in the Property at such time, or (c) has negotiated with Landlord to lease space in the Property during the twelve (12) month period immediately preceding the request for consent. Tenant acknowledges that if Tenant has any exterior sign rights under this Lease, such rights are personal to the original Tenant named herein and any Permitted Transferee, and may not be assigned or transferred to any assignee of this Lease or sublessee of the Premises (except for a Permitted Transferee) without Landlord’s prior written consent, which consent may be withheld in Landlord’s sole and absolute discretion.

Landlord’s Election. If Tenant desires requests Landlord’s consent to assign its interest under the Lease or to sublet all or part of the Leased Premises (a “Proposed Transfer”), Tenant must first notify Landlord, in writing, shall submit to Landlord written notice of such Proposed Transferrequest, at least fifteen (15) business days in advance of the date it intends to close the Proposed Transfer, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) the terms of the Proposed Transfer, including together with the name of the proposed assignee or sublesseeassignee, the proposed assignee’s or sublessee’s intended use effective date, financial statements for the proposed transferee, a complete copy of the Leased Premisesproposed assignment, current financial statements (including a balance sheet, income statement sublease; together with any and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably request, at least thirty (30) calendar days prior to the date of the proposed Transfer. Landlord shall will have the option for a period of fifteen thirty (1530) business calendar days following after receipt of such notice to either: (i) permit Tenant to assign, encumber, or sublet the Leased Premises; or (ii) refuse any consent and continue this Lease in effect. The failure by Landlord to exercise either of the required information to consent or decline to consent to foregoing options within the Proposed Transfer. If Landlord does not respond within such fifteen (15) business day period, Landlord shall time provided will be deemed a refusal and election to have approved the Proposed Transferkeep this Lease in full force and effect. If Consent by Landlord declines to consent one or more Transfer(s) shall not operate as a waiver of Landlord’s rights to the Proposed Transfer, Landlord approve any subsequent Transfer(s). In no event shall notify any Transfer release or relieve Tenant in writing, specifying the reasons from any obligation under this Lease that such refusal is justifiedor any liability hereunder. During such fifteen (15) business day periodTenant shall reimburse Landlord for all costs associated with Landlord’s review of any Transfer or requested Transfer. In addition, Tenant covenants shall reimburse Landlord for its actual reasonable costs and agrees to supply to expenses (including without limitation reasonable attorney’s fees) incurred by Landlord in connection with Landlord, promptly upon request, all necessary or relevant information which Landlord may reasonably request respecting ’s review of such proposed assignment or subletting and/or the proposed assignee or sublesseerequested Transfer.

Landlord’s Election. If Tenant desires shall desire to assign its interest under the this Lease or to sublet all or part of the Leased Premises (a “Proposed Transfer”)Premises, Tenant must first notify Landlord, in writing, of such Proposed Transferits intent to so assign or sublet, at least fifteen (15) business 20 days in advance of the date it intends to close so assign its interest in this Lease or sublet the Proposed TransferLeased Premises but not sooner than one hundred eighty days in advance of such date, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) in detail the terms of the Proposed Transfersuch proposed assignment or subletting, including the name of the proposed assignee or sublesseesubleasee, the proposed assignee’s 's or sublessee’s subleasee's intended use of the Leased Premises, a current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, subleasee and the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably requestsubletting. Landlord shall have a period of fifteen (15) business 10 days following receipt of such notice and within which to do one of the required information to consent or decline to following: (i) consent to such requested assignment or subletting subject to Tenant's compliance with the Proposed Transfer. If Landlord does not respond within such fifteen conditions set forth in Article 7.4 below or (15ii) business day period, Landlord shall be deemed refuse to have approved the Proposed Transfer. If Landlord declines to so consent to the Proposed Transfersuch requested assignment or subletting, Landlord shall notify Tenant in writing, specifying the reasons under this Lease provided that such refusal consent shall not be unreasonably refused. It shall not be unreasonable for Landlord to withhold its consent to any proposed assignment or subletting if (i) the proposed assignee's or subtenant's anticipated use of the Premises involves the storage, use or disposal of a Hazardous Material; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if the proposed assignee or subtenant is justifiedsubject to investigation or enforcement order or proceeding by any governmental authority in connection with the unlawful use, disposal or storage of a Hazardous Material. During such said fifteen (15) business day period, Tenant covenants and agrees to supply to Landlord, promptly upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublesseesubleasee.

Landlord’s Election. If Tenant desires shall desire to assign its interest under the Lease or to sublet all or part of the Leased Premises (a “Proposed Transfer”)Premises, Tenant must first notify Landlord, in writing, of such Proposed Transferits intent to so assign or sublet, at least fifteen thirty (1530) business days in advance of taking any action with respect thereto. Once Tenant (or Landlord or both pursuant to the joint marketing election described below) has identified a potential assignee or sublessee, Tenant shall notify Landlord, in writing, of its intent to so assign or sublet, at least thirty (30) days in advance of the date it intends to close so assign its interest in this Lease or sublet the Proposed TransferLeased Premises but not sooner than one hundred eighty days in advance of such date, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) in detail the terms of the Proposed Transfersuch proposed assignment or subletting, including the name of the proposed assignee or sublessee, the proposed assignee’s or sublessee’s intended use of the Leased Premises, current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably request. Landlord shall have a period of fifteen ten (1510) business days following receipt of such notice and the required information within which to consent or decline to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant’s compliance with the Proposed Transfer. If Landlord does conditions set forth in Paragraph 7.4 below, or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not respond within be unreasonably refused, or (iii) terminate this Lease as to the portion of the Leased Premises as is the subject of the proposed assignment or subletting (such fifteen termination to be effective either (15A) on the date specified in Tenant’s notice as the intended effective date of the assignment or subletting, or (B) on such tenth (10th) business day periodafter receipt of Tenant’s notice, Landlord shall be deemed to have approved the Proposed Transfer. If Landlord declines to consent to the Proposed Transfer, Landlord shall notify Tenant in writing, specifying the reasons under this Lease that such refusal is justifiedat Landlord’s option). During such fifteen ten (1510) business day period, Tenant covenants and agrees to supply to Landlord, promptly upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee. In the event of an election by Landlord under clause (iii) above, Landlord shall have the right to enter into a direct lease with the proposed assignee or sublessee without payment of any consideration to Tenant. In addition, in the event Tenant desires to sublease all or a portion of the Leased Premises, Landlord shall have the right to elect to jointly market with Tenant the applicable portion (including all) of the Leased Premises for subleasing and/or direct leasing, such joint marketing election to be made, if at all, in writing and delivered to Tenant during the thirty (30) day period described in the first sentence of this Paragraph 7.3.

Landlord’s Election. If Tenant desires shall desire to assign its interest under the Lease or to sublet all or part of the Leased Premises (a “Proposed Transfer”)Premises, Tenant must first notify Landlord, in writing, of such Proposed Transferits intent to so assign or sublet, at least fifteen thirty (1530) business days in advance of taking any action with respect thereto. Once Tenant (or Landlord or both pursuant to the joint marketing election described below) has identified a potential assignee or sublessee, Tenant shall notify Landlord, in writing, of its intent to so assign or sublet, at least thirty (30) days in advance of the date it intends to close so assign its interest in this Lease or sublet the Proposed TransferLeased Premises but not sooner than one hundred eighty days in advance of such date, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) in detail the terms of the Proposed Transfersuch proposed assignment or subletting, including the name of the proposed assignee or sublessee, the proposed assignee’s or sublessee’s intended use of the Leased Premises, current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably request. Landlord shall have a period of fifteen ten (1510) business days following receipt of such notice and the required information within which to consent or decline to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant’s compliance with the Proposed Transfer. If Landlord does not respond within such fifteen conditions set forth in Paragraph 7.4 below, or (15ii) business day period, Landlord shall be deemed refuse to have approved the Proposed Transfer. If Landlord declines to so consent to the Proposed Transfersuch requested assignment or subletting, Landlord shall notify Tenant in writing, specifying the reasons under this Lease provided that such refusal is justifiedconsent shall not be unreasonably refused. During such fifteen ten (1510) business day period, Tenant covenants and agrees to supply to Landlord, promptly upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee. In addition, in the event Tenant desires to sublease all or a portion of the Leased Premises, Landlord shall have the right to elect to jointly market with Tenant the applicable portion (including all) of the Leased Premises for subleasing and/or direct leasing, such joint, marketing election to be made, if at all, in writing and delivered to Tenant during the thirty (30) day period described in the first sentence of this Paragraph 7.3.

Landlord’s Election. If Tenant desires shall desire to assign its interest under the this Lease or to sublet all or part of the Leased Premises (a “Proposed Transfer”)Premises, Tenant must first notify Landlord, in writing, of such Proposed Transferits intent to so assign or sublet, at least fifteen (15) business ninety days in advance of the date it intends to close so assign its interest in this Lease or sublet the Proposed TransferLeased Premises but not sooner than one hundred eighty days in advance of such date, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) in detail the terms of the Proposed Transfersuch proposed assignment or subletting, including the name of the proposed assignee or sublessee, the proposed assignee’s or sublessee’s intended use of the Leased Premises, a current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, sublessee and the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably requestsubletting. Landlord shall have a period of fifteen (15) business days following receipt of such notice within which to do one of the following: (a) cancel and terminate this Lease effective as of the required information intended subletting or assignment date set forth in Tenant’s notice, or (b) if Landlord shall not have elected to consent or decline cancel and terminate this Lease, to either (i) consent to such requested assignment or subletting subject to Tenant’s compliance with the Proposed Transfer. If Landlord does not respond within such fifteen conditions set forth in Paragraph 7.4 below or (15ii) business day period, Landlord shall be deemed refuse to have approved the Proposed Transfer. If Landlord declines to so consent to the Proposed Transfersuch requested assignment or subletting, Landlord shall notify Tenant in writing, specifying the reasons under this Lease provided that such refusal is justifiedconsent shall not be unreasonably refused. During such fifteen (15) business said fifth day period, Tenant covenants and agrees to supply to Landlord, promptly upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee.

Landlord’s Election. If Tenant desires shall desire to assign its interest under the this Lease or to sublet all or part any portion of the Leased Premises (a “Proposed Transfer”)Premises, Tenant must first notify Landlord, in writing, of such Proposed Transferits intent to so assign or sublet, at least fifteen ninety (1590) business days in advance of the date it intends to close so assign or sublet the Proposed TransferPremises but not sooner than one hundred eighty (180) days in advance of such date, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) in detail the terms of the Proposed Transfersuch proposed assignment or subletting, including the name of the proposed assignee or sublessee, the proposed assignee’s 's or sublessee’s 's intended use of the Leased Premises, a current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) Financial Statement of such proposed assignee or sublessee, the proposed form of documents to be used in effectuating such assignment or subletting subletting, and such other information as Landlord may reasonably requesta nonrefundable processing fee of $750 made payable to Landlord. Landlord shall have a period of fifteen thirty (1530) business days following receipt of such notice within which to do one of the following: (a) cancel and terminate this Lease effective as of the required information intended subletting or assignment date set forth in Tenant's notice, or (b) if Landlord shall not have elected to consent or decline cancel and terminate this Lease, to either (i) consent to such requested assignment or subletting subject to Tenant's compliance with the Proposed Transfer. If Landlord does not respond within such fifteen conditions set forth in Paragraph 7.4 below, or (15ii) business day periodrefuse, Landlord shall be deemed in Landlord’s sole and absolute discretion, to have approved the Proposed Transfer. If Landlord declines to so consent to the Proposed Transfer, such requested assignment or subletting. Within ten (10) days of Tenant’s notification to Landlord shall notify Tenant as stated in writing, specifying the reasons under first sentence of this Lease that such refusal is justified. During such fifteen (15) business day periodParagraph 7.3, Tenant covenants and agrees to supply to Landlord, promptly upon request(i) two years income tax returns; (ii) balance sheets and profit and loss statements prepared by CPAs; (iii) banking references of the proposed transferee; (iv) resume of all principals, all necessary or and any other relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee.

Landlord’s Election. If Tenant desires or Tenant's successors shall desire to assign its interest under the this Lease or to sublet all or part of the Leased Premises (a “Proposed Transfer”)Premises, Tenant and Tenant's successors must first notify Landlord, in writing, of such Proposed Transferits intent to so assign or sublet, at least fifteen (15) business days in advance of the date it intends to close so assign its interest in this Lease or sublet the Proposed TransferPremises but not sooner than sixty (60) days in advance of such date, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) in detail the terms of the Proposed Transfersuch proposed assignment or subletting, including the name of the proposed assignee or sublessee, the proposed assignee’s 's or sublessee’s 's intended use of the Leased Premises, a current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, sub lessee and the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably requestsubletting. Landlord shall have a period of fifteen often (1510) business days following receipt of such notice and receipt of all information requested by Landlord regarding the required information proposed assignee or sub lessee within which to consent or decline to do one of the following: consent to such requested assignment or subletting subject to Tenant's and Tenant's successors' compliance with the Proposed Transfer. If Landlord does not respond within such fifteen conditions set forth in Section 7.4 below or (15ii) business day period, Landlord shall be deemed refuse to have approved the Proposed Transfer. If Landlord declines to so consent to the Proposed Transfersuch requested assignment or subletting, Landlord shall notify Tenant in writing, specifying the reasons under this Lease provided that such refusal is justifiedconsent shall not be unreasonably refused. During such fifteen (15) business day period, Tenant covenants and agrees Tenant's successors covenant and agree to supply to Landlord, promptly upon request, with all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee. Landlord's review period shall not commence until Landlord has received all information requested by Landlord. The provisions of this Section 7.3 shall not apply to transactions with Permitted Transferees.

Landlord’s Election. If Tenant desires shall desire to assign its interest under the Lease (except if pursuant to Paragraph 7.2(b) hereof) or to sublet all or part of the Leased Premises (a “Proposed Transfer”)Premises, Tenant must first notify Landlord, in writing, of such Proposed Transferits intent to so assign or sublet, at least fifteen thirty (1530) business days in advance of taking any action with respect thereto. Once Tenant (or Landlord or both pursuant to the joint marketing election described below) has identified a potential assignee or sublessee, Tenant shall notify Landlord, in writing, of its intent to so assign or sublet, at least thirty (30) days in advance of the date it intends to close so assign its interest in this Lease or sublet the Proposed TransferLeased Premises but not sooner than one hundred eighty days in advance of such date, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) in detail the terms of the Proposed Transfersuch proposed assignment or subletting, including the name of the proposed assignee or sublessee, the proposed assignee’s 's or sublessee’s 's intended use of the Leased Premises, current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably request. Landlord shall have a period of fifteen ten (1510) business days following receipt of such notice and the required information within which to consent or decline to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant's compliance with the Proposed Transfer. If Landlord does not respond within such fifteen conditions set forth in Paragraph 7.4 below, or (15ii) business day period, Landlord shall be deemed refuse to have approved the Proposed Transfer. If Landlord declines to so consent to the Proposed Transfersuch requested assignment or subletting, Landlord shall notify Tenant in writing, specifying the reasons under this Lease provided that such refusal is justifiedconsent shall not be unreasonably refused. During such fifteen ten (1510) business day period, Tenant covenants and agrees to supply to Landlord, promptly upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee. In the event Tenant desires to sublease all or a portion of the Leased Premises, Landlord shall have the right to elect to jointly market with Tenant the applicable portion (including all) of the Leased Premises for subleasing and/or direct leasing, such joint marketing election to be made, if at all, in writing and delivered to Tenant during the thirty (30) day period described in the first sentence of this Paragraph 7.3.

Landlord’s Election. If Tenant desires shall desire to assign its interest under the this Lease or to sublet all or part of the Leased Premises (a “Proposed Transfer”)Premises, Tenant must first notify Landlord, in writing, of such Proposed Transferits intent to so assign or sublet, at least fifteen (15) business thirty days in advance of the date it intends to close so assign its interest in this Lease or sublet the Proposed TransferLeased Premises but not sooner than one hundred eighty days in advance of such date, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) in detail the terms of the Proposed Transfersuch proposed assignment or subletting, including the name of the proposed assignee or sublessee, the proposed assignee’s 's or sublessee’s 's intended use of the Leased Premises, a current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably request. Landlord shall have a period of fifteen (15) business days following receipt of such notice and the required information within which to consent do one of the following: (a) cancel and terminate this Lease effective as of the intended subletting or decline assignment date set forth in Tenant's notice, or cancel and terminate this Lease only as to the portion of the Premises being sublet, effective as of the intended subletting date, at Landlord's election, or (b) if Landlord shall not have elected to cancel and terminate this lease to either (i) consent to such requested assignment or subletting subject to Tenant's compliance with the Proposed Transfer. If Landlord does not respond within such fifteen conditions set forth in Paragraph 7.4 below or (15ii) business day period, Landlord shall be deemed refuse to have approved the Proposed Transfer. If Landlord declines to so consent to the Proposed Transfersuch requested assignment or subletting, Landlord shall notify Tenant in writing, specifying the reasons under this Lease provided that such refusal is justifiedconsent shall not be unreasonably refused. During such said fifteen (15) business day period, Tenant covenants and agrees to supply to Landlord, promptly upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or of subletting and/or the proposed assignee or sublessee.

Landlord’s Election. If Tenant desires Tenant's request for consent to assign its interest under any Transfer shall be accompanied by a written statement setting forth the Lease or to sublet all or part details of the Leased Premises proposed Transfer, including the name, business and financial condition of the prospective Transferee, financial details of the proposed Transfer (a “Proposed Transfer”e.g., the term and the rent and security deposit payable), Tenant must first notify Landlord, in writing, of such Proposed Transfer, at least fifteen (15) business days in advance of and any other related information that Landlord may reasonably require. Landlord shall have the date it intends to close the Proposed Transfer, specifying right: (a) to withhold consent to the size of the space to be so transferredTransfer, if reasonable, (b) to grant consent, or (d) to consent on the duration condition that Landlord be paid, as Additional Rent hereunder, fifty percent (50%) of the term of such Proposed Transfer and (c) all subrent or other consideration to be paid to Tenant under the terms of the Proposed Transfer, including the name Transfer in excess of the total rent due hereunder (including, if such Transfer is an assignment or if such Transfer is to occur directly or indirectly in connection with the sale of any assets of Tenant, fifty percent (50%) of the amount of the consideration attributable to the Transfer of the Lease, as reasonably determined by Landlord). The grounds on which Landlord may reasonably withhold its consent to any requested Transfer include, without limitation, that: (i) the proposed assignee or sublesseeTransferee's contemplated use of the Premises following the proposed Transfer is not reasonably similar to the use of the Premises permitted hereunder, (ii) in Landlord's reasonable business judgment, the proposed assignee’s Transferee lacks sufficient business reputation or sublessee’s intended use experience to operate a successful business of the Leased Premisestype and quality permitted under this Lease, current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared iii) in accordance with generally accepted accounting principles) of such proposed assignee or sublesseeLandlord's reasonable business judgment, the form proposed Transferee lacks sufficient net worth, working capital, anticipated cash flow and other indications of documents financial strength to be used meet all of its obligations under this Lease, (iv) the proposed Transfer would breach any covenant of Landlord respecting a radius restriction, location, use or exclusivity in effectuating such assignment any other lease, financing agreement, or subletting and such other information as Landlord may reasonably request. Landlord shall have a period of fifteen (15) business days following receipt of such notice and the required information to consent or decline to consent agreement relating to the Proposed Transfer. If Center, and (v) in Landlord's reasonable business judgment, the possibility of a release of Hazardous Materials is materially increased as a result of the Transfer or if Landlord does not respond within receive sufficient assurances that the proposed Transferee has the experience and financial ability to remedy a violation of Hazardous Materials and to fulfill its obligations under Articles 13 and 14. In connection with any such fifteen (15) business day period, Landlord shall be deemed to have approved the Proposed Transfer. If Landlord declines to consent to the Proposed Transfer, Landlord shall notify have the right to require Tenant, at Tenant's sole cost, to cause environmental testing meeting the requirements of an Exit Assessment described in Section 14.8 to be performed. Landlord need only respond to any request by Tenant in writing, specifying the reasons under this Lease that such refusal is justified. During such fifteen hereunder within a reasonable time of not less than ten (1510) business day period, Tenant covenants days after receipt of all information and agrees to supply to Landlord, promptly upon other submission required in connection with such request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee.

Landlord’s Election. If Except as provided for in Paragraph 7.2 above, if Tenant desires shall desire to assign its interest under the Lease or to sublet all or part of the Leased Premises (a “Proposed Transfer”)Premises, Tenant must first notify Landlord, in writing, of such Proposed Transfer, sublease or assignment and provide an executed copy thereof to Landlord at least fifteen (15) business 20 days in advance of the commencement date it intends to close the Proposed Transferof such sublease or assignment but not sooner than one hundred eighty (180) days in advance of such date, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) in detail the terms of the Proposed Transfersuch proposed assignment or subletting, including the name of the proposed assignee or sublessee, the proposed assignee’s or sublessee’s intended use of the Leased Premises, current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principlesGAAP; provided, however, that, if applicable with respect to a proposed sublessee, during any period that the proposed sublessee actually does not prepare its financial statements in accordance with GAAP, then financial statements prepared and reviewed by a reputable, third-party, independent certified public accountant shall suffice) of such proposed assignee or sublessee, the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably request. Such executed sublease or assignment shall be conditioned upon any required Landlord consent. Landlord shall have a period of fifteen ten (1510) business days following receipt of such notice and the required information within which to consent or decline to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant’s compliance with the Proposed Transfer. If Landlord does not respond within such fifteen conditions set forth in Paragraph 7.4 below, or (15ii) business day period, Landlord shall be deemed refuse to have approved the Proposed Transfer. If Landlord declines to so consent to the Proposed Transfersuch requested assignment or subletting, Landlord shall notify Tenant in writing, specifying the reasons under this Lease provided that such refusal is justifiedconsent shall not be unreasonably refused. During such fifteen ten (1510) business day period, Tenant covenants and agrees to supply to Landlord, promptly upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee. If Landlord fails to respond by the end of such ten (10) business day period to Tenant’s request for consent to any proposed Transfer, Tenant may send a second (2nd) request to Landlord, which request must contain the following inscription, in 14 point font and bold faced lettering: “SECOND NOTICE DELIVERED PURSUANT TO PARAGRAPH 7.3 OF LEASE—FAILURE TO TIMELY RESPOND WITHIN FIVE (5) BUSINESS DAYS SHALL RESULT IN DEEMED APPROVAL OF ASSIGNMENT OR SUBLEASE.” If Tenant sends such a second request, and Landlord fails to respond within five (5) business days after its receipt of same, the proposed assignment or subletting shall be deemed approved.

Landlord’s Election. If Tenant desires shall desire to assign its interest under the Lease or to sublet all or part of the Leased Premises (a “Proposed Transfer”)Premises, Tenant must first notify Landlord, in writing, of such Proposed Transferits intent to so assign or sublet, at least fifteen thirty (1530) days in advance of taking any action with respect thereto. Once Tenant has identified a potential assignee or sublessee, Tenant shall notify Landlord, in writing, of its intent to so assign or sublet, at least ten (10) business days in advance of the date it intends to close so assign its interest in this Lease or sublet the Proposed TransferLeased Premises but not sooner than one hundred eighty days in advance of such date, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) in detail the terms of the Proposed Transfersuch proposed assignment or subletting, including the name of the proposed assignee or sublessee, the proposed assignee’s or sublessee’s intended use of the Leased Premises, current financial statements (including a certified balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably request. Landlord shall have a period of fifteen ten (1510) business days following receipt of such notice and the required information within which to consent or decline to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant’s compliance with the Proposed Transfer. If Landlord does not respond within such fifteen conditions set forth in Paragraph 7.4 below, or (15ii) business day period, Landlord shall be deemed refuse to have approved the Proposed Transfer. If Landlord declines to so consent to the Proposed Transfersuch requested assignment or subletting, Landlord shall notify Tenant in writing, specifying the reasons under this Lease provided that such refusal is justifiedconsent shall not be unreasonably refused. During such fifteen ten (1510) business day period, Tenant covenants and agrees to supply to Landlord, promptly upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee. Tenant’s written request for consent may also contain a request in ALL CAPITALS BOLD FACE TYPE for Landlord to respond within ten (10) business days. If Tenant includes such a request, and Landlord fails to respond within ten (10) business days of receipt of such notice and the required information, the proposed assignment or subletting shall be deemed approved.

Landlord’s Election. If Tenant desires shall desire to assign its interest under the Lease or to sublet all or part of the Leased Premises (a “Proposed Transfer”)Premises, Tenant must first notify Landlord, in writing, of such Proposed Transferits intent to so assign or sublet, at least fifteen thirty (1530) business days in advance of the date it intends to close so assign its interest in this Lease or sublet the Proposed TransferLeased Premises but not sooner than one hundred eighty days in advance of such date, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) in detail the terms of the Proposed Transfersuch proposed assignment or subletting, including the name of the proposed assignee or sublessee, the proposed assignee’s 's or sublessee’s 's intended use of the Leased Premises, current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably request. Landlord shall have a period of fifteen ten (1510) business days following receipt of such notice and the required information within which to consent or decline to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant's compliance with the Proposed Transfer. If Landlord does not respond within such fifteen conditions set forth in Paragraph 7.4 below, or (15ii) business day period, Landlord shall be deemed refuse to have approved the Proposed Transfer. If Landlord declines to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused, or (iii) if more than fifty-one percent (51%) of the Proposed TransferLeased Premises is the subject of the proposed assignment or subletting, Landlord shall notify Tenant in writing, specifying the reasons under to terminate this Lease that as to such refusal is justifiedportion (including all) of the Leased Premises. During such fifteen ten (1510) business day period, Tenant covenants and agrees to supply to Landlord, promptly upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee.

Landlord’s Election. If Tenant desires Tenant’s request for consent to assign its interest under any Transfer shall be accompanied by a written statement setting forth the Lease or to sublet all or part details of the Leased Premises proposed Transfer, including the name, business and financial condition of the prospective Transferee, financial details of the proposed Transfer (a “Proposed Transfer”e.g., the term and the rent and security deposit payable), Tenant must first notify Landlord, in writing, of such Proposed Transfer, at least fifteen (15) business days in advance of and any other related information that Landlord may reasonably require. Landlord shall have the date it intends to close the Proposed Transfer, specifying right: (a) to withhold consent to the size of the space to be so transferredTransfer, if reasonable, (b) the duration of the term of such Proposed Transfer and to grant consent, (c) to terminate this Lease as to the portion of the Premises affected by any proposed Transfer, in which event Landlord may enter into a lease directly with the proposed Transferee (which election to terminate shall not be construed to be a consent to the proposed Transfer), or (d) to consent on the condition that Landlord be paid fifty percent (50%) of all subrent or other consideration to be paid to Tenant under the terms of the Proposed Transfer in excess of the total rent due hereunder (including, if such Transfer is an assignment or if such Transfer is to occur directly or indirectly in connection with the sale of any assets of Tenant, fifty percent (50%) of the amount of the consideration attributable to the Transfer, including as reasonably determined by Landlord). Landlord may require any permitted subtenant to make rental payments directly to Landlord, in the name amount of rent due hereunder. The grounds on which Landlord may reasonably withhold its consent to any requested Transfer include, without limitation, that: (i) the proposed Transferee’s contemplated use of the Premises following the proposed assignee or sublesseeTransfer is not reasonably similar to the use of the Premises permitted hereunder, (ii) in Landlord’s reasonable business judgment, the proposed assignee’s Transferee lacks sufficient business reputation or sublessee’s intended use experience to operate a successful business of the Leased Premisestype and quality permitted under this Lease, current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared iii) in accordance with generally accepted accounting principles) of such proposed assignee or sublesseeLandlord’s reasonable business judgment, the form proposed Transferee lacks sufficient net worth, working capital, anticipated cash flow and other indications of documents financial strength to be used meet all of its obligations under this Lease, (iv) the proposed Transfer would breach any covenant of Landlord respecting a radius restriction, location, use or exclusivity in effectuating such assignment any other lease, financing agreement, or subletting and such other information as Landlord may reasonably request. Landlord shall have a period of fifteen (15) business days following receipt of such notice and the required information to consent or decline to consent agreement relating to the Proposed Transfer. If Center, and (v) in Landlord’s reasonable business judgment, the possibility of a release of Hazardous Materials is materially increased as a result of the Transfer or if Landlord does not respond within receive sufficient assurances that the proposed Transferee has the experience and financial ability to remedy a violation of Hazardous Materials and to fulfill its obligations under Articles 13 and 14. In connection with any such fifteen (15) business day period, Landlord shall be deemed to have approved the Proposed Transfer. If Landlord declines to consent to the Proposed Transfer, Landlord shall notify have the right to require Tenant, at Tenant’s sole cost, to cause environmental testing meeting the requirements of an Exit Assessment described in Section 14.8 to be performed. Landlord need only respond to any request by Tenant in writing, specifying the reasons under this Lease that such refusal is justified. During such fifteen hereunder within a reasonable time of not less than ten (1510) business day period, Tenant covenants days after receipt of all information and agrees to supply to Landlord, promptly upon other submission required in connection with such request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee.

Landlord’s Election. If Tenant desires Upon receiving a request for Transfer of the Lease, and compliance with subsection 10.1 above, Landlord shall have the right to assign its interest do any of the following: 10.2.1 Landlord may consent to the proposed Transfer, subject to any reasonable conditions on such Transfer, which reasonable conditions may include without limitation, (i) that the proposed transferee assume the Tenant’s obligations under the Lease or to sublet all or part of the Leased Premises (a “Proposed Transfer”without, however, releasing Tenant therefrom), Tenant must first notify Landlord(ii) in the case of a proposed sublease, in writing, that the subtenant agree that Landlord shall have the right to enforce any and all of such Proposed Transfer, at least fifteen (15) business days in advance of the date it intends to close the Proposed Transfer, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) the terms of the Proposed Transfersublease directly against such subtenant, including and that in the name event the Lease is terminated prior to the expiration of the sublease, that at the election of Landlord, the sublease shall not terminate and the subtenant will attorn to the Landlord, and (iii) that the terms of the Lease be modified to assure that Landlord will receive, in Landlord’s reasonable judgment, at least substantially the same percentage rent (if any) and other economic benefits as the Landlord would have received had the Tenant remained in business at the Premises under the Lease and the proposed Transfer not taken place. 10.2.2 Landlord may deny its consent to the proposed Transfer on any reasonable ground. Such reasonable grounds shall include, without limitation, any one or more of the following: 10.2.2.1 That the proposed transferee’s financial condition is or may become insufficient to support all of the financial and other obligations of the Lease; 10.2.2.2 That the use to which the Premises will be put by the proposed transferee is violative or inconsistent with the terms of the Lease, any law, rule or regulation or any other agreement to which Landlord is a party or otherwise will materially and adversely affect any interest of Landlord; 10.2.2.3 That the nature of the proposed assignee transferee’s proposed or sublessee, the proposed assignee’s or sublessee’s intended likely use of the Leased PremisesPremises would (i) involve any increased risk of the use, current financial statements release or mishandling of hazardous materials or (including ii) be inappropriate in light of the existing tenant mix in the Building; 10.2.2.4 That the business reputation or character of the proposed transferee or any of its affiliates is not reasonably acceptable to Landlord; 10.2.2.5 That the proposed transferee is not likely to conduct on the Property a balance sheetbusiness of a quality substantially equal to that conducted by Tenant; 10.2.2.6 That Landlord has not received assurances acceptable to Landlord in its sole discretion that all past due amounts owing from Tenant to Landlord (if any) will be paid and all other defaults on the part of Tenant (if any) will be cured prior to the effectiveness of the proposed Transfer; 10.2.2.7 That Landlord is not satisfied that the proposed transferee’s assets, income statement businesses or inventory would not be subject to seizure or forfeiture under any laws related to criminal or illegal activities; or 10.2.2.8 That the proposed transferee’s business and occupancy of the Premises would not generate substantially the same percentage rent (if any) as the Tenant has been generating, on an average basis, during the two years prior to the date of the proposed Transfer; or 10.2.2.9 That the proposed transferee is a governmental agency (federal, state, local or foreign). If Landlord denies its consent to the proposed Transfer pursuant to this subsection 10.2.2, and if Tenant shall so request in writing, Landlord shall provide to Tenant a statement of cash flowthe basis on which Landlord denied its consent within a reasonable time after the receipt of Tenant’s notice. Landlord and Tenant agree that Tenant shall have the burden of proving that Landlord’s consent to the proposed Transfer was withheld unreasonably, all prepared in accordance with generally accepted accounting principles) and that such burden may be satisfied if Landlord fails to provide a statement of such proposed assignee or sublessee, the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably request. a reasonable basis for withholding its consent within a reasonable time after Tenant’s request therefor. 10.2.3 Landlord shall have a period of fifteen (15) business days following receipt of such notice and the required information to consent or decline right to consent to the Proposed proposed Transfer and, in addition to imposing any other reasonable condition thereon in accordance with subparagraph 10.2.1 above, Landlord shall have the right to increase the rent payable under this Lease as of the effective date of such Transfer by an amount equal to all sums paid or payable to Tenant by the transferee in excess of the then-existing rent payable by Tenant hereunder, including, without limitation, any monthly rent, percentage rent, transfer or sales prices, and all other sums or other consideration received by Tenant as a result of the Transfer, however denominated (less expenses for verifiable, reasonable and customary brokerage commissions, tenant improvements, lease concessions or other expenses actually incurred by Tenant in connection with the Transfer and paid to third parties). Such excess rent shall be paid to Landlord upon demand as additional rent hereunder. In the event of any approved Transfer of the Lease in connection with the sale of all or substantially all of the assets of Tenant used in connection with the business operated at the Property by Tenant, the amount of the consideration attributable to the assignment of the Lease shall be as reasonably determined by Landlord. 10.2.4 Landlord may terminate this Lease as of the date of the proposed Transfer as to that portion of the Premises affected by the proposed Transfer. If Tenant receives a bona fide offer to make a Transfer of the Lease, Tenant may give Landlord notice thereof and request that Landlord, within ten (10) business days after the receipt of such notice, elect in writing whether to waive its rights under this subsection 10.2.4 with respect to the Transfer contemplated by the bona fide offer. Tenant’s notice shall contain the information described in Section 10.1. Landlord’s failure to respond within such ten (10) business day period shall be deemed to be an election not to waive its rights hereunder. If Landlord does waive its rights hereunder, such waiver shall be effective only for the Transfer specifically covered in Tenant’s notice for a period of sixty (60) days after the date of the waiver. If Landlord does not respond waive its rights under this subsection 10.2.4, Tenant shall have the right to withdraw its request to the proposed Transfer within such fifteen ten (1510) business day perioddays of Landlord’s failure to waive its rights, in which case Landlord shall have no right to terminate the Lease or any portion thereof in accordance with the terms of this subsection 10.2.4 unless a new notice is effectively given. If Landlord does duly exercise its rights hereunder, and terminates the Lease or any portion thereof, Landlord shall be deemed have the right to enter into a lease or other occupancy agreement directly with the proposed transferee, and Tenant shall have approved no right to any of the Proposed Transfer. If Landlord declines to consent to rents or other consideration payable by such proposed transferee under such other lease, even if such rents and other consideration exceed the Proposed Transfer, Landlord shall notify Tenant in writing, specifying the reasons rent payable under this Lease that by Tenant: Landlord shall have the right to lease the Premises to any other tenant, or not lease the Premises, in its sole discretion. Tenant’s failure to request such refusal is justifiedwaiver by Landlord shall not in any way prejudice or diminish Landlord’s right to exercise its rights under this subsection at any time. During No such fifteen (15) business day period, Tenant covenants and agrees election to supply waive its rights under this Section shall in any way prejudice or diminish Landlord’s other rights to Landlord, promptly upon request, all necessary approve or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or disapprove the proposed assignee transferee, or sublesseeto receive additional rent, in accordance with the other terms and provisions of this Section and the Lease.

Landlord’s Election. If Tenant desires Tenant's request for consent to assign its interest under any Transfer shall be accompanied by a written statement setting forth the Lease or to sublet all or part details of the Leased Premises proposed Transfer, including the name, business and financial condition of the prospective Transferee, financial details of the proposed Transfer (a “Proposed Transfer”e.g., the term and the rent and security deposit payable), Tenant must first notify Landlord, in writing, of such Proposed Transfer, at least fifteen (15) business days in advance of and any other related information that Landlord may reasonably require. Landlord shall have the date it intends to close the Proposed Transfer, specifying right: (a) to withhold consent to the size of the space to be so transferredTransfer, if reasonable, (b) the duration of the term of such Proposed Transfer and to grant consent, (c) to terminate this Lease as to the portion of the Premises affected by any proposed Transfer, in which event Landlord may enter into a lease directly with the proposed Transferee, or (d) to consent on the condition that Landlord be paid, as Additional Rent hereunder, fifty percent (50%) of all subrent or other consideration to be paid to Tenant under the terms of the Proposed Transfer, including the name Transfer in excess of the total rent due hereunder (including, if such Transfer is an assignment or if such Transfer is to occur directly or indirectly in connection with the sale of any assets of Tenant, fifty percent (50%) of the amount of the consideration attributable to the Transfer of the Lease, as reasonably determined by Landlord). The grounds on which Landlord may reasonably withhold its consent to any requested Transfer include, without limitation, that: (i) the proposed assignee or sublesseeTransferee's contemplated use of the Premises following the proposed Transfer is not reasonably similar to the use of the Premises permitted hereunder, (ii) in Landlord's reasonable business judgment, the proposed assignee’s Transferee lacks sufficient business reputation or sublessee’s intended use experience to operate a successful business of the Leased Premisestype and quality permitted under this Lease, current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared iii) in accordance with generally accepted accounting principles) of such proposed assignee or sublesseeLandlord's reasonable business judgment, the form proposed Transferee lacks sufficient net worth, working capital, anticipated cash flow and other indications of documents financial strength to be used meet all of its obligations under this Lease, (iv) the proposed Transfer would breach any covenant of Landlord respecting a radius restriction, location, use or exclusivity in effectuating such assignment any other lease, financing agreement, or subletting and such other information as Landlord may reasonably request. Landlord shall have a period of fifteen (15) business days following receipt of such notice and the required information to consent or decline to consent agreement relating to the Proposed Transfer. If Center, and (v) in Landlord's reasonable business judgment, the possibility of a release of Hazardous Materials is materially increased as a result of the Transfer or if Landlord does not respond within receive sufficient assurances that the proposed Transferee has the experience and financial ability to remedy a violation of Hazardous Materials and to fulfill its obligations under Articles 13 and 14. In connection with any such fifteen (15) business day period, Landlord shall be deemed to have approved the Proposed Transfer. If Landlord declines to consent to the Proposed Transfer, Landlord shall notify have the right to require Tenant, at Tenant's sole cost, to cause environmental testing meeting the requirements of an Exit Assessment described in Section 14.8 to be performed. Landlord need only respond to any request by Tenant in writing, specifying the reasons under this Lease that such refusal is justified. During such fifteen hereunder within a reasonable time of not less than ten (1510) business day period, Tenant covenants days after receipt of all information and agrees to supply to Landlord, promptly upon other submission required in connection with such request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee.

Landlord’s Election. If Tenant desires shall desire to assign its interest under the this Lease or to sublet all or part any portion of the Leased Premises (a “Proposed Transfer”)Premises, Tenant must first notify Landlord, in writing, of such Proposed Transferits intent to so assign or sublet, at least fifteen ninety (1590) business days in advance of the date it intends to close so assign or sublet the Proposed TransferPremises but not sooner than one hundred eighty (180) days in advance of such date, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) in detail the terms of the Proposed Transfersuch proposed assignment or subletting, including the name of the proposed assignee or sublessee, the proposed assignee’s 's or sublessee’s 's intended use of the Leased Premises, a current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) Financial Statement of such proposed assignee or sublessee, the proposed form of documents to be used in effectuating such assignment or subletting subletting, and such other information as Landlord may reasonably requesta nonrefundable processing fee of $750 made payable to Landlord. Landlord shall have a period of fifteen thirty (1530) business days following receipt of such notice within which to do one of the following: (a) cancel and terminate this Lease effective as of the required information intended subletting or assignment date set forth in Tenant's notice, or (b) if Landlord shall not have elected to consent or decline cancel and terminate this Lease, to either (i) consent to such requested assignment or subletting subject to Tenant's compliance with the Proposed Transfer. If Landlord does not respond within such fifteen conditions set forth in Paragraph 7.4 below, or (15ii) business day periodrefuse, Landlord shall be deemed in Xxxxxxxx’s sole and absolute discretion, to have approved the Proposed Transfer. If Landlord declines to so consent to the Proposed Transfer, such requested assignment or subletting. Within ten (10) days of Tenant’s notification to Landlord shall notify Tenant as stated in writing, specifying the reasons under first sentence of this Lease that such refusal is justified. During such fifteen (15) business day periodParagraph 7.3, Tenant covenants and agrees to supply to Landlord, promptly upon request(i) two years income tax returns; (ii) balance sheets and profit and loss statements prepared by CPAs; (iii) banking references of the proposed transferee; (iv) resume of all principals, all necessary or and any other relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee.

Landlord’s Election. If Tenant desires to assign its interest under Tenant's request for consexx xx any Transfer shall be accompanied by a written statement setting forth the Lease or to sublet all or part details of the Leased Premises proposed Transfer, including the name, business and financial condition of the prospective Transferee, financial details of the proposed Transfer (a “Proposed Transfer”e.g., the ter, and tje rent and security deposit payable), Tenant must first notify Landlord, in writing, of such Proposed Transfer, at least fifteen (15) business days in advance of and any other related information that Landlord may reasonably require. Landlord shall have the date it intends to close the Proposed Transfer, specifying right: (a) to withhold consent to the size of the space to be so transferredTransfer, if reasonable, (b) the duration of the term of such Proposed Transfer and to grant consent, (c) to terminate this Lease as to the portion of the Premises affected by any proposed Transfer, in which event LandIord may enter into a lease directly with the proposed Transferee, or (d) to consent on the condition that Landlord be paid, as Additional Rent hereunder, fifty percent ( 50%) of all subrent or other consideration to be paid to Tenant under the terms of the Proposed Transfer, including the name Transfer in excess of the total rent due hereunder (including, if such Transfer is an assignment or if such Transfer is to occur directly or indirectly in connection with the sale of any assets of Tenant, fifty percent (50%) of the amount of the consideration attributable to the Transfer of the Lease, as reasonably determined by Landlord). The grounds on which Landlord may reasonably withhold its consent to any requested Transfer include, without limitation, that: (i) the proposed assignee or sublesseeTransferee's contemplated use of the Premises following the proposed Transfer is not reasonably similar to the use of the Premises permitted hereunder, (ii) in Landlord's reasonable business judgment, the proposed assignee’s Transferee lacks sufficient business reputation or sublessee’s intended use experience to operate a successful business of the Leased Premisestype and quality permitted under this Lease, current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared iii) in accordance with generally accepted accounting principles) of such proposed assignee or sublesseeLandlord's reasonable business judgment, the form proposed Transferee lacks sufficient net worth, working capital, anticipated cash flow and other indications of documents financial strength to be used meet all of its obligations under this Lease, (iv) the proposed Transfer would breach any covenant of Landlord respecting a radius restriction, location, use or exclusivity in effectuating such assignment any other lease, financing agreement, or subletting and such other information as Landlord may reasonably request. Landlord shall have a period of fifteen (15) business days following receipt of such notice and the required information to consent or decline to consent her agreement relating to the Proposed Transfer. If Center, and (v) in Landlord's reasonable business judgment, the possibility of a release of Hazardous Materials is materially increased as a result of the Transfer or if Landlord does not respond within receive sufficient assurances that the proposed Transferee has the experience and financial ability to remedy a violation of Hazardous Materials and to fulfill its obligations under Articles 13 and 14. In connection with any such fifteen (15) business day period, Landlord shall be deemed to have approved the Proposed Transfer. If Landlord declines to consent to the Proposed Transfer, Landlord shall notify have the right to require Tenant, at Tenant's sole cost, to cause environmental testing meeting the requirements of an Exit Assessment described in Section 14.8 to be performed. Landlord need only respond to any request by Tenant in writing, specifying the reasons under this Lease that such refusal is justified. During such fifteen hereunder within a reasonable time of not less than ten (1510) business day period, Tenant covenants days after receipt of all information and agrees to supply to Landlord, promptly upon other submission required in connection with such request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee.

Landlord’s Election. If Tenant desires or Tenant’s successors shall desire to assign its interest under the this Lease or to sublet all or part of the Leased Premises (a “Proposed Transfer”)Premises, Tenant and Tenant’s successors must first notify Landlord, in writing, of such Proposed Transferits intent to so assign or sublet, at least fifteen (15) business thirty days in advance of the date it intends to close so assign its interest in this Lease or sublet the Proposed TransferLeased Premises but not sooner than sixty days in advance of such date, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) in detail the terms of the Proposed Transfersuch proposed assignment or subletting, including the name of the proposed assignee or sublessee, the proposed assignee’s or sublesseeSublessee’s intended use of the Leased Premises, a current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, sublessee and the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably requestsubletting. Landlord shall have a period of fifteen (15) business days following receipt of such notice and receipt of all information requested by Landlord regarding the required information proposed assignee or sublessee within which to consent do one of the following: (a) terminate this Lease or, in the case of a sublease of less than all of the Leased Premises, terminate this Lease as to that part of the Leased Premises proposed to be so sublet Landlord may only terminate this Lease if Tenant subleases 80% or decline more of the space for substantially the remaining Term, either (i) on the condition that the proposed Transferee immediately enter into a direct lease of the Leased Premises with Landlord (or, in the case of a partial sublease, a lease for the portion proposed to consent be so sublet) on the same terms and conditions contained in Tenant’s (or Tenant’s successors’) notice, or (ii) so that Landlord is thereafter free to lease the Leased Premises (or, in the case of a partial sublease, the portion proposed to be so sublet) to whomever it pleases on whatever terms are acceptable to Landlord. In the event Landlord elects to so terminate this Lease, then (i) if such termination is conditioned upon the execution of a lease between Landlord and the proposed Transferee, Tenant’s and Tenant’s successors’ obligations under this Lease shall not be terminated until such Transferee executes a new lease with Landlord, enters into possession, and commences the payment of rent, and (ii) if Landlord elects simply to terminate this Lease (or, in the case of a partial sublease, terminate this Lease as to the Proposed Transfer. If Landlord does not respond within such portion to be so sublet), the Lease shall so terminate in its entirety (or as to the space to be so sublet) fifteen (15) business day perioddays after Landlord has notified Tenant and Tenant’s successors in writing of such election. In the case of a partial termination of the Lease, the Base Monthly Rent and Tenant’s or Tenant’s successors’ proportionate share shall be reduced to an amount which bears the same relationship to the original amount thereof as the area of that part of the Leased Premises which remains subject to the Lease bears to the original area of the Leased Premises. Landlord and Tenant or Tenant’s successors shall execute a cancellation agreement with respect to the Lease to effect such termination or partial termination, or (b) if Landlord shall be deemed not have elected to have approved the Proposed Transfer. If Landlord declines cancel and terminate this Lease, to either (i) consent to such requested assignment or subletting subject to Tenant’s and Tenant’s successors’ compliance with the Proposed Transferconditions set forth in Article 7.4 below or (ii) refuse to so consent to such requested assignment or subletting, Landlord shall notify Tenant in writing, specifying the reasons under this Lease provided that such refusal consent shall not be unreasonably refused. It shall not be unreasonable for Landlord to withhold its consent to any proposed assignment or subletting if (i) the proposed assignee’s or subtenant’s anticipated use of the Premises involves the storage, use or disposal of a Hazardous Material; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if the proposed assignee or subtenant is justifiedsubject to investigation or enforcement order or proceeding by any governmental authority in connection with the use, disposal or storage of a Hazardous Material. During such fifteen (15) business day period, Tenant covenants and agrees Tenant’s successors covenant and agree to supply to Landlord, promptly upon request, with all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee. Landlord’s review period shall not commence until Landlord has received all information requested by Landlord.

Landlord’s Election. If Tenant desires requests Landlord’s Consent to assign its interest under the Lease or to sublet all or part of the Leased Premises (a “Proposed Transfer”), Tenant must first notify Landlordshall submit to Landlord financial statements for the proposed Transferee, in writing, of such Proposed Transfer, at least fifteen (15) business days in advance of the date it intends to close the Proposed Transfer, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) the terms of the Proposed Transfer, including the name a complete copy of the proposed assignee or sublesseeassignment, the proposed assignee’s or sublessee’s intended use of the Leased Premises, current financial statements (including a balance sheet, income statement sublease and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably request. Landlord shall have a period of fifteen shall, within thirty (1530) business days following after Landlord’s receipt of such notice and the required information to and documentation, either: (1) consent or decline to consent reasonably refuse consent, in its sole and absolute discretion, to the Proposed TransferTransfer in writing; or (2) in the event of a proposed assignment of this Lease or a proposed sublease of the entire Premises for the entire remaining term of this Lease, terminate this Lease effective the first to occur of ninety (90) days following written notice of such termination or the date that the proposed Transfer would have come into effect and upon such termination, Tenant shall be released from any further obligations under this Lease. If Landlord does not respond shall fail to notify Tenant in writing of its decision within such fifteen thirty (1530) business day perioddays after the later of the date Landlord is notified in writing of the proposed Transfer or the date Landlord has received all required information concerning the proposed transferee and the proposed Transfer, Landlord shall be deemed to have approved the Proposed Transfer. If Landlord declines refused to consent to the Proposed Transfer, Landlord shall notify Tenant in writing, specifying the reasons under such Transfer and to have elected to keep this Lease that such refusal is justifiedin full force and effect. During such fifteen Tenant shall pay Landlord a review fee of Five Hundred and No/100ths Dollars (15$500.00) business day periodfor Landlord’s review of any Permitted Transfer or requested Transfer. In addition, Tenant covenants shall reimburse Landlord for its actual reasonable costs and agrees to supply to expenses (including, without limitation, reasonable attorney’s fees) incurred by Landlord in connection with Landlord, promptly upon request, all necessary ’s review of such requested Transfer or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublesseePermitted Transfer.

Landlord’s Election. If Tenant desires to assign its interest under the Lease or to sublet all or part Landlord shall, within thirty (30) days of the Leased Premises (a “Proposed Transfer”), Tenant must first notify Landlord, in writing, receipt of such Proposed Transfer, at least fifteen (15) business days in advance of the date it intends to close the Proposed Transfer, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer Notice and (c) the terms of the Proposed Transfer, including the name of all information requested by Landlord concerning the proposed assignee or sublessee, elect to take one of the following actions by Notice to Tenant: (a) consent to such proposed assignment or sublease; (b) refuse to consent to such proposed assignment or sublease, which refusal shall be on reasonable grounds; (c) If Tenant proposes to sublease all or part of the Premises, elect to recapture such portion of the Premises as Tenant proposes to sublease and, as of the thirtieth (30th) day after Landlord so notifies Tenant of its election to recapture, this Lease shall terminate as to the portion of the Premises recaptured and the Monthly Rent payable under this Lease shall be reduced in the same proportion that the floor area of that portion of the Premises so recaptured bears to the floor area of the Premises prior to such recapture; or (d) If Xxxxxx proposes to assign this Lease, elect to recapture the Premises and, as of the thirtieth (30th) day after Landlord so notifies Tenant of its election to recapture, this Lease shall terminate. Tenant agrees, by way of example and without limitation, that it shall not be unreasonable for Landlord to withhold its consent to a proposed assignment or subletting if any of the following situations exist or may exist: (i) Landlord determines that the proposed assignee’s or sublessee’s intended use of the Leased PremisesPremises conflicts with Article V or Article VI, current financial statements presents an unacceptable risk, as determined by Xxxxxxxx, under Article VI, or conflicts with any other provision under this Lease; (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principlesii) of such Landlord determines that the proposed assignee or sublessee, sublessee is not financially responsible as of the form date of documents to be used in effectuating Xxxxxx’s request for consent or as of the effective date of such assignment or subletting subletting; (iii) Landlord determines that the proposed assignee or sublessee lacks sufficient business reputation or experience to conduct on the Premises a business of a type and such other information as quality equal to that conducted by Tenant; (iv) Landlord may reasonably request. Landlord shall have a period of fifteen (15) business days following receipt of such notice and determines that the required information to consent or decline to consent to the Proposed Transfer. If Landlord does not respond within such fifteen (15) business day period, Landlord shall be deemed to have approved the Proposed Transfer. If Landlord declines to consent to the Proposed Transfer, Landlord shall notify Tenant in writing, specifying the reasons under this Lease that such refusal is justified. During such fifteen (15) business day period, Tenant covenants and agrees to supply to Landlord, promptly upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or would breach a covenant, condition or restriction in some other lease, financing agreement or other agreement relating to the Project, the Property, the Building, the Premises or this Lease; (v) Landlord determines that the proposed assignee or sublessee (A) has been required by any prior landlord, lender or governmental authority to take remedial action in connection with Hazardous Materials contaminating a property if such contamination resulted from the proposed assignee’s or sublessee’s actions or use of the property in question, or (B) is subject to any enforcement order issued by any governmental authority in connection with the use, disposal or storage of Hazardous Materials; (vi) An Event of Default has occurred and is continuing at the time of Xxxxxx’s request for Xxxxxxxx’s consent, or as of the effective date of such assignment or subletting; (vii) The proposed assignee or sublessee is either a governmental agency or instrumentality thereof; or (viii) The proposed assignee or sublessee or an affiliate thereof (a) occupies space in the Property at the time of the request for consent, (b) is negotiating with Landlord to lease space in the Property at such time, or (c) has negotiated with Landlord to lease space in the Property during the twelve (12) month period immediately preceding the request for consent. Tenant acknowledges that if Tenant has any exterior sign rights under this Lease, such rights are personal to the original Tenant named herein and may not be assigned or transferred to any assignee of this Lease or sublessee of the Premises without Landlord’s prior written consent, which consent may be withheld in Xxxxxxxx’s sole and absolute discretion.

Landlord’s Election. If Tenant desires shall desire to assign its interest under the Lease or to sublet all or part of the Leased Premises (a “Proposed Transfer”)Premises, Tenant must first notify Landlord, in writing, of such Proposed Transferits intent to so assign or sublet, at least fifteen thirty (1530) business days in advance of the date it intends to close so assign its interest in this Lease or sublet the Proposed TransferLeased Premises but not sooner than one hundred eighty days in advance of such date, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) in detail the terms of the Proposed Transfersuch proposed assignment or subletting, including the name of the proposed assignee or sublessee, the proposed property assignee’s 's or sublessee’s 's intended use of the Leased Premises, current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably request. Landlord shall have a period of fifteen ten (1510) business days following receipt of such notice and the required information within which to consent or decline to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant's compliance with the Proposed Transfer. If Landlord does not respond within such fifteen conditions set forth in Paragraph 7.4 below, or (15ii) business day period, Landlord shall be deemed refuse to have approved the Proposed Transfer. If Landlord declines to so consent to the Proposed Transfersuch requested assignment or subletting, Landlord provided that such consent shall notify Tenant in writingnot be unreasonably refused, specifying the reasons under or (iii) terminate this Lease as to the portion (including all) of the Leased Premises that is the subject of the proposed assignment or subletting. Any such refusal is justifiedtermination shall relieve Tenant from any Base Monthly Rent or Additional Rent obligations for the period after the termination date to the extent of the portion of the Leased Premises so terminated. During such fifteen ten (1510) business day period, Tenant covenants and agrees to supply to Landlord, promptly upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee.

Landlord’s Election. If Tenant desires shall desire to assign its interest under the Lease or to sublet all or part of the Leased Premises (a “Proposed Transfer”)Premises, Tenant must first notify Landlord, in writing, of such Proposed Transferits intent to so assign or sublet, at least fifteen thirty (1530) business days in advance of taking any action with respect thereto. Once Tenant (or Landlord or both pursuant to the joint marketing election described below) has identified a potential assignee or sublessee, Tenant shall notify Landlord, in writing, of its intent to so assign or sublet, at least thirty (30) days in advance of the date it intends to close so assign its interest in this Lease or sublet the Proposed TransferLeased Premises but not sooner than one hundred eighty days in advance of such date, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) in detail the terms of the Proposed Transfersuch proposed assignment or subletting, including the name of the proposed assignee or sublessee, the proposed assignee’s or sublessee’s intended use of the Leased Premises, current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably request. Landlord shall have a period of fifteen ten (1510) business days following receipt of such notice and the required information within which to consent or decline to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant’s compliance with the Proposed Transfer. If Landlord does conditions set forth in Paragraph 7.4 below, or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not respond within be unreasonably refused, or (iii) terminate this Lease as to the entirety of the Leased Premises, or, at Landlord’s sole option, as to only such fifteen portion of the Leased Premises as is the subject of the proposed assignment or subletting (15such termination to be effective either (A) on the date specified in Tenant’s notice as the intended effective date of the assignment or subletting, or (B) on such tenth (10th) business day periodafter receipt of Tenant’s notice, Landlord shall be deemed to have approved the Proposed Transfer. If Landlord declines to consent to the Proposed Transfer, Landlord shall notify Tenant in writing, specifying the reasons under this Lease that such refusal is justifiedat Landlord’s option). During such fifteen ten (1510) business day period, Tenant covenants and agrees to supply to Landlord, promptly upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee. In the event of an election by Landlord under clause (iii) above, Landlord shall have the right to enter into a direct lease with the proposed assignee or sublessee without payment of any consideration to Tenant. In addition, in the event Tenant desires to sublease all or a portion of the Leased Premises, Landlord shall have the right to elect to jointly market with Tenant the applicable portion (including all) of the Leased Premises for subleasing and/or direct leasing, such joint marketing election to be made, if at all, in writing and delivered to Tenant during the thirty (30) day period described in the first sentence of this Paragraph 7.3. Notwithstanding anything to the contrary contained herein, an assignment of this Lease or a subletting of all or a portion of the Leased Premises to an entity which is controlled by, controls or is under common control with Tenant (an “Affiliate”) shall not be deemed an assignment or sublease subject to the approval of the Landlord provided that Tenant notifies Landlord of any such assignment or sublease and promptly supplies Landlord with any documents or information requested by Landlord regarding such assignment or sublease or such Affiliate. “Control” as used herein means the possession, directly or indirectly, of the power to direct or cause the direction of the management and policies of a person or entity, whether by the ownership of voting securities, by contract or otherwise.

Landlord’s Election. If Tenant desires or Tenant’s successors shall desire to assign its interest under the this Lease or to sublet all or part of the Leased Premises (a “Proposed Transfer”)Premises, Tenant and Tenant’s successors must first notify Landlord, in writing, of such Proposed Transferits intent to so assign or sublet, at least fifteen (15) business thirty days in advance of the date it intends to close so assign its interest in this Lease or sublet the Proposed TransferLeased Premises but not sooner than sixty days in advance of such date, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) in detail the terms of the Proposed Transfersuch proposed assignment or subletting, including the name of the proposed assignee or sublessee, the proposed assignee’s assignees or sublesseeSublessee’s intended use of the Leased Premises, a current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, sublessee and the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably requestsubletting. Landlord shall have a period of fifteen (15) business days following receipt of such notice and receipt of all information requested by Landlord regarding the required information proposed assignee or sublessee within which to consent do one of the following: (a) terminate this Lease or, in the case of a sublease of less than all of the Leased Premises, terminate this Lease as to that part of the Leased Premises proposed to be so sublet, either (i) on the condition that the proposed Transferee immediately enter into a direct lease of the Leased Premises with Landlord (or, in the case of a partial sublease, a lease for the portion proposed to be so sublet) on the same teens and conditions contained in Tenant’s (or decline Tenant’s successors’) notice, or (ii) so that Landlord is thereafter free to consent lease the Leased Premises (or, in the case of a partial sublease, the portion proposed to be so sublet) to whomever it pleases on whatever terms are acceptable to Landlord. In the event Landlord elects to so terminate this Lease, then (i) if such termination is conditioned upon the execution of a lease between Landlord and the proposed Transferee, Tenant’s and Tenant’s successors’ obligations under this Lease shall not be terminated until such Transferee executes a new lease with Landlord, enters into possession, and commences the payment of rent, and (ii) if Landlord elects simply to terminate this Lease (or, in the case of a partial sublease, terminate this Lease as to the Proposed Transfer. If Landlord does not respond within such portion to be so sublet), the Lease shall so terminate in its entirety (or as to the space to be so sublet) fifteen (15) business day perioddays after Landlord has notified Tenant and Tenant’s successors in writing of such election. In the case of a partial termination of the Lease, the Base Monthly Rent and Tenant’s or Tenant’s successors’ proportionate share shall be reduced to an amount which bears the same relationship to the original amount thereof as the area of that part of the Leased Premises which remains subject to the Lease bears to the original area of the Leased Premises. Landlord and Tenant or Tenant’s successors shall execute a cancellation agreement with respect to the Lease to effect such termination or partial termination, or (b) if Landlord shall be deemed not have elected to have approved the Proposed Transfer. If Landlord declines cancel and terminate this Lease, to either (i) consent to such requested assignment or subletting subject to Tenant’s and Tenant’s successors’ compliance with the Proposed Transferconditions set forth in Article 7.4 below or (ii) refuse to so consent to such requested assignment or subletting, Landlord shall notify Tenant in writing, specifying the reasons under this Lease provided that such refusal consent shall not be unreasonably refused. It shall not be unreasonable for Landlord to withhold its consent to any proposed assignment or subletting if (i) the proposed assignee’s or subtenant’s anticipated use of the Premises involves the storage, use or disposal of a Hazardous Material; (ii) if the proposed assignee or subtenant has been required by any prior landlord, tender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if the proposed assignee or subtenant is justifiedsubject to investigation or enforcement order or proceeding by any governmental authority in connection with the use, disposal or storage of a Hazardous Material. During such fifteen (15) business day period, Tenant covenants and agrees Tenant’s successors covenant and agree to supply to Landlord, promptly upon request, with all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee. Landlord’s review period shall not commence until Landlord has received all information requested by Landlord.

Landlord’s Election. If Tenant desires shall desire to assign its interest under the this Lease or to sublet all or part of the Leased Premises (a “Proposed Transfer”)Premises, Tenant must first notify Landlord, in writing, of such Proposed Transferits intent to so assign or sublet, at least fifteen (15) business lease sixty days in advance of the date it intends to close so assign its interest in this Lease or sublet the Proposed TransferLeased Premises but not sooner than one hundred eighty days in advance of such date, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) in detail the terms of the Proposed Transfersuch proposal assignment or subletting, including the name of the proposed assignee or sublessee, the proposed assignee’s or sublessee’s intended use of the Leased Premises, a current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably request. Landlord shall have a period of fifteen (15) business days following receipt of such notice and the required information within which to consent do one of the following: (a) cancel and terminate this Lease effective as of the intended subletting or decline assignment with respect to the portion of the Leased Premises to he subject to the assignment or subletting an the xxxx set forth in Tenant’s notice, or (b) if Landlord shall not have elected to cancel and terminate this lease to either (i) consent to such requested assignment or subletting subject to Tenant’s compliance with the Proposed Transfer. If Landlord does not respond within such fifteen conditions set forth in Paragraph 7.4 below or (15ii) business day period, Landlord shall be deemed refuse to have approved the Proposed Transfer. If Landlord declines to so consent to the Proposed Transfersuch requested assignment or subletting, Landlord shall notify Tenant in writing, specifying the reasons under this Lease provided that such refusal is justifiedconsent shall not be unreasonably refused. During such said fifteen (15) business day period, Tenant covenants and agrees to supply to Landlord, promptly upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or of subletting and/or the proposed assignee or sublessee. If Landlord fails to elect one of the two options afforded by this Section within fifteen (15) days of Landlord’s receipt of all requested information, such failure shall be deemed a consent to such assignment or sublease. If Landlord refuses his consent, Landlord’s refusal shall identify each and every basis upon which such consent is refused.

Landlord’s Election. If Tenant desires shall desire to assign its interest under the Lease or to sublet all or part of the Leased Premises (a “Proposed Transfer”), Premises. Tenant must first notify Landlord, in writing, of such Proposed Transferits intent to so assign or sublet, at least fifteen twenty (1520) business days in advance of taking any action with respect thereto. Once Tenant (or Landlord or both pursuant to the joint marketing election described below) has identified a potential assignee or sublessee, Tenant shall notify Landlord, in writing, of its intent to so assign or sublet, at least thirty (30) days in advance of the date it intends to close so assign its interest in this Lease or sublet the Proposed TransferLeased Premises but not sooner than one hundred eighty days in advance of such date, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) in detail the terms of the Proposed Transfersuch proposed assignment or subletting, including the name of the proposed assignee or sublessee, the proposed assignee’s or sublessee’s intended use of the Leased Premises, current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably request. Landlord shall have a period of fifteen often (1510) business days following receipt of such notice and the required information within which to consent or decline to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant’s compliance with the Proposed Transfer. If Landlord does conditions set forth in Paragraph 7.4 below, or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not respond within be unreasonably refused, or (iii) terminate this Lease as to only such fifteen portion of the Leased Premises as is the subject of the proposed assignment or subletting (15such termination to be effective either (A) on the date specified in Tenant’s notice as the intended effective date of the assignment or subletting, or (B) on such tenth (10th) business day periodafter receipt of Tenant’s notice, Landlord shall be deemed to have approved the Proposed Transfer. If Landlord declines to consent to the Proposed Transfer, Landlord shall notify Tenant in writing, specifying the reasons under this Lease that such refusal is justifiedat Landlord’s option). During such fifteen ten (1510) business day period, Tenant covenants and agrees to supply to Landlord, promptly upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee. In the event of an election by Landlord under clause (iii) above. Landlord shall have the right to enter into a direct lease with the proposed assignee or sublessee without payment of any consideration to Tenant. In addition, in the event Tenant desires to sublease all or a portion of the Leased Premises, Landlord shall have the right to elect to jointly market with Tenant the applicable portion (including all) of the Leased Premises for subleasing and/or direct leasing, such joint marketing election to be made, if at all in writing and delivered to Tenant during the twenty (20) day period described in the first sentence of this Paragraph 7.3.

Landlord’s Election. If Tenant desires shall desire to assign its interest under the Lease or to sublet all or part of the Leased Premises (a “Proposed Transfer”)Premises, Tenant must first notify Landlord, in writing, of such Proposed Transferits intent to so assign or sublet, at least fifteen forty five (1545) business days in advance of the date it intends to close so assign its interest in this Lease or sublet any portion of the Proposed TransferLeased Premises but not sooner than one hundred twenty (120) days in advance of such date, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) in detail the terms of the Proposed Transfersuch proposed assignment or subletting, including the name of the proposed assignee or sublessee, the proposed property assignee’s or sublessee’s intended use of the Leased Premises, current audited annual financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) as well as all monthly and quarterly financials of such proposed assignee or sublessee, the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably request. Landlord shall have a period of fifteen (15) business days following receipt of such notice and the required information within which to consent or decline to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant’s compliance with the Proposed Transfer. If Landlord does not respond within such fifteen conditions set forth in Paragraph 7.4 below, or (15ii) business day period, Landlord shall be deemed refuse to have approved the Proposed Transfer. If Landlord declines to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused, or (iii) with respect to any proposed assignment or subletting (in a single transaction or a series of transactions in the Proposed Transfer, Landlord shall notify Tenant in writing, specifying aggregate) of 50% or more and the reasons under rentable square footage of the Leased Premises terminate this Lease as to the portion (including all) of the Leased Premises that is the subject of the proposed assignment or subletting and, at Landlord’s option, enter into a direct lease with such refusal is justifiedproposed assignee or subtenant. During such fifteen thirty (1530) business day period, Tenant covenants and agrees to supply to Landlord, promptly upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee.

Landlord’s Election. If Tenant desires shall desire to assign its interest under the Lease or to sublet all or part of the Leased Premises (a “Proposed Transfer”)Premises, Tenant must first notify Landlord, in writing, of such Proposed Transferits intent to so assign or sublet, at least fifteen thirty (1530) business days in advance of taking any action with respect thereto. Once Tenant (or Landlord or both pursuant to the joint marketing election described below) has identified a potential assignee or sublessee, Tenant shall notify Landlord, in writing, of its intent to so assign or sublet, at least thirty (30) days in advance of the date it intends to close so assign its interest in this Lease or sublet the Proposed TransferLeased Premises, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) in detail the terms of the Proposed Transfersuch proposed assignment or subletting, including the name of the proposed assignee or sublessee, the proposed assignee’s or sublessee’s intended use of the Leased Premises, current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably request. Landlord shall have a period of fifteen ten (1510) business days following receipt of such notice and the required information within which to consent or decline to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant’s compliance with the Proposed Transfer. If Landlord does not respond within such fifteen conditions set forth in Paragraph 7.4 below, or (15ii) business day period, Landlord shall be deemed refuse to have approved the Proposed Transfer. If Landlord declines to so consent to the Proposed Transfersuch requested assignment or subletting, Landlord shall notify Tenant in writing, specifying the reasons under this Lease provided that such refusal is justifiedconsent shall not be unreasonably refused. During such fifteen ten (1510) business day period, Tenant covenants and agrees to supply to Landlord, promptly upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee. In addition, in the event Tenant desires to sublease all of the Leased Premises, Landlord shall have the right to elect to jointly market with Tenant the Leased Premises for subleasing and/or direct leasing, such joint marketing election to be made, if at all, in writing and delivered to Tenant during the thirty (30) day period described in the first sentence of this Paragraph 7.3.

Landlord’s Election. If Tenant desires to assign its interest under the Lease or to sublet all or part of the Leased Premises (a “Proposed Transfer”), Tenant must first notify Landlord, in writing, of such Proposed Transfer, at least At any time within fifteen (15) business days after Landlord's receipt of Tenant's notice of its proposed Assignment or Subletting and the information specified in advance of the date it intends Section 18.3, Landlord may, by written notice to close the Proposed TransferTenant, specifying elect to (ai) the size of the space consent to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) the terms of the Proposed Transfer, including the name of the proposed assignee Assignment or sublessee, Subletting by Tenant or (ii) reasonably withhold its consent to the proposed assignee’s Assignment or sublessee’s intended use of Subletting by Tenant (however, if the Leased Premises, current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably request. Landlord shall have a period of foregoing fifteen (15) business days following receipt of such notice and the required information to consent or decline to consent day period will expire prior to the Proposed Transfer. If Landlord does not respond within expiration of the thirty (30) day period following Tenant's delivery of the Intention to Transfer Notice pursuant to the following paragraph, then such fifteen (15) business day period shall be extended to be coterminous with such thirty (30) day period). If Landlord fails to notify Tenant in writing of such election, Landlord shall be deemed to have approved disapproved of such Assignment or Subletting. Notwithstanding anything to the Proposed Transfercontrary contained herein, if Tenant claims that Landlord has unreasonably withheld or delayed its consent under this Section 18 or otherwise has breached or acted unreasonably under this Section 18, Tenant's sole remedies shall be a declaratory judgment and an injunction for the relief sought without monetary damages, and Tenant hereby waives all other remedies, including, without limitation, any right at law or equity to terminate this Lease. Notwithstanding anything to the contrary contained in this Section 18.4, if Tenant contemplates a proposed Assignment of its entire interest in this Lease or the Subletting of the entire Premises, then [*] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24B-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED. 32 Tenant shall give Landlord notice (the "INTENTION TO TRANSFER NOTICE") of such contemplated transfer (whether or not the contemplated transferee or the terms of such contemplated transfer have been determined). The Intention to Transfer Notice shall specify the contemplated date of commencement of the contemplated transfer, which shall not be earlier than thirty (30) days following Landlord's receipt of the Intention to Transfer Notice (the "CONTEMPLATED EFFECTIVE DATE"). Thereafter, Landlord shall have the option, by giving written notice to Tenant within thirty (30) days after Landlord's receipt of the Intention to Transfer Notice, to terminate this Lease and release Tenant and any guarantor hereunder from all obligations first occurring under this Lease as of the Contemplated Effective Date (except those obligations that expressly survive the expiration or earlier termination of this Lease). If Landlord declines declines, or fails to consent elect in a timely manner to the Proposed Transfer, Landlord shall notify Tenant in writing, specifying the reasons terminate this Lease under this Lease that Section 18.4 within such refusal is justified. During such fifteen thirty (1530) business day period, Tenant covenants and agrees then, provided Landlord has consented to supply to Landlord, promptly upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee transfer, Tenant shall be entitled to proceed with the proposed transfer and Landlord shall not have any right to recapture with respect to any transfer thereof consummated within a period of six (6) months (the "SIX MONTH PERIOD") commencing on the expiration of such thirty (30) day period; provided, however, that any such transfer shall be subject to other terms of this Section 18. If such a transfer is not so consummated within the Six Month Period (or sublesseeif a transfer is so consummated, then upon the expiration of the term of any transfer consummated within such Six Month Period), Tenant shall again be required to submit a new Intention to Transfer Notice to Landlord with respect to any proposed Assignment of its entire interest in this Lease or any Subletting of the entire Premises.

Landlord’s Election. If Tenant desires shall desire to assign its interest under the Lease or to sublet all or part of the Leased Premises (a “Proposed Transfer”)Premises, Tenant must first notify Landlord, in writing, of such Proposed Transferits intent to so assign or sublet, at least fifteen thirty (1530) business days in advance of the date it intends to close so assign its interest in this Lease or sublet the Proposed TransferLeased Premises but not sooner than one hundred eighty days in advance of such date, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) in detail the terms of the Proposed Transfersuch proposed assignment or subletting, including the name of the proposed assignee or sublessee, the proposed property assignee’s 's or sublessee’s 's intended use of the Leased Premises, current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably request. Landlord shall have a period of fifteen ten (1510) business days following receipt of such notice and the required information within which to consent or decline to do one of the following (i) consent to such requested assignment or subletting subject to Tenant's compliance with the Proposed Transfer. If Landlord does not respond within such fifteen conditions set forth in Paragraph 7.4 below, or (15ii) business day period, Landlord shall be deemed refuse to have approved the Proposed Transfer. If Landlord declines to so consent to the Proposed Transfersuch requested assignment or subletting, Landlord provided that such consent shall notify Tenant in writingnot be unreasonably refused, specifying the reasons under or (iii) terminate this Lease as to the portion (including all) of the Leased Premises that such refusal is justifiedthe subject of the proposed assignment or subletting. During such fifteen ten (1510) business day period, Tenant covenants and agrees to supply to Landlord, promptly upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee.may

Landlord’s Election. If Tenant desires shall desire to assign its interest under the Lease or to sublet all or part of the Leased Premises (a “Proposed Transfer”)Premises, Tenant must first notify Landlord, in writing, of such Proposed Transferits intent to so assign or sublet, at least fifteen thirty (1530) business days in advance of taking any action with respect thereto. Once Tenant (or Landlord or both pursuant to the joint marketing election described below) has identified a potential assignee or sublessee, Tenant shall notify Landlord, in writing, of its intent to so assign or sublet, at least thirty (30) days in advance of the date it intends to close so assign its interest in this Lease or sublet the Proposed TransferPremises but not sooner than one hundred eighty (180) days in advance of such date, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) in detail the terms of the Proposed Transfersuch proposed assignment or subletting, including the name of the proposed assignee or sublessee, the proposed assignee’s or sublessee’s intended use of the Leased Premises, current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably request. Landlord shall have a period of fifteen ten (1510) business days following receipt of such notice and the required information within which to consent or decline to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant’s compliance with the Proposed Transfer. If Landlord does conditions set forth in Paragraph 7.4 below, or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not respond within be unreasonably refused, or (iii) terminate this Lease as to the entirety of the Premises, or, at Landlord’s sole option, as to only such fifteen portion of the Premises as is the subject of the proposed assignment or subletting (15such termination to be effective either (A) on the date specified in Tenant’s notice as the intended effective date of the assignment or subletting, or (B) on such tenth (10th) business day periodafter receipt of Tenant’s notice, Landlord shall be deemed to have approved the Proposed Transfer. If Landlord declines to consent to the Proposed Transfer, Landlord shall notify Tenant in writing, specifying the reasons under this Lease that such refusal is justifiedat Landlord’s option). During such fifteen ten (1510) business day period, Tenant covenants and agrees to supply to Landlord, promptly upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee. In the event of an election by Landlord under clause (iii) above, Landlord shall have the right to enter into a direct lease with the proposed assignee or sublessee without payment of any consideration to Tenant. In addition, in the event Tenant desires to sublease all or a portion of the Premises, Landlord shall have the right to elect to jointly market with Tenant the applicable portion (including all) of the Premises for subleasing and/or direct leasing, such joint marketing election to be made, if at all, in writing and delivered to Tenant during the thirty (30) day period described in the first sentence of this Paragraph 7.3.

Landlord’s Election. If Tenant desires shall desire to assign its interest under the this Lease or to sublet all or part of the Leased Premises (a “Proposed Transfer”)Premises, Tenant must first notify Landlord, in writing, of such Proposed Transferits intent to so assign or sublet, at least fifteen thirty (1530) business days in advance of taking any action with respect thereto. Once Tenant (or Landlord or both pursuant to the joint marketing election described below) has identified a potential assignee or sublessee, Tenant shall notify Landlord, in writing, of its intent to so assign or sublet, at least thirty (30) days in advance of the date it intends to close so assign its interest in this Lease or sublet the Proposed TransferLeased Premises but not sooner than one hundred eighty (180) days in advance of such date, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) in detail the terms of the Proposed Transfersuch proposed assignment or subletting, including the name of the proposed assignee or sublessee, the proposed assignee’s or sublessee’s intended use of the Leased Premises, current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably requestrequest within two (2) business days of Landlord’s receipt of such notice of such intended transaction. Landlord shall have a period of fifteen ten (1510) business days following receipt of such notice and the required information within which to consent or decline to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant’s compliance with the Proposed Transfer. If Landlord does conditions set forth in Paragraph 7.4 below, or (ii) refuse to so consent to such requested assignment or subletting and the specific reasons therefor, provided that such consent shall not respond within be unreasonably refused, or (iii) terminate this Lease as to the portion of the Leased Premises as is the subject of the proposed assignment or subletting if the intended transaction was either a proposed assignment of the entire Lease or a proposed subletting for a term that is equal to all or substantially all of the then remaining Lease Term which, when aggregated with all other subleases then in effect, would cover more than fifty percent (50%) of the Leased Premises (such fifteen termination to be effective either (15A) on the date specified in Tenant’s notice as the intended effective date of the assignment or subletting, or (B) on such tenth (10th) business day periodafter receipt of Tenant’s notice, Landlord shall be deemed to have approved the Proposed Transfer. If Landlord declines to consent to the Proposed Transfer, Landlord shall notify Tenant in writing, specifying the reasons under this Lease that such refusal is justifiedat Landlord’s option). During such fifteen ten (1510) business day period, Tenant covenants and agrees to supply to Landlord, promptly upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee. In the event of an election by Landlord under clause (iii) above, Landlord shall have the right to enter into a direct lease with the proposed assignee or sublessee without payment of any consideration to Tenant; provided, however, within ten (10) days of Tenant’s receipt of any notice by Landlord under clause (iii) above electing to terminate this Lease, Tenant may withdraw its request for the assignment or subletting by written notice to Landlord. In addition, in the event Tenant desires to sublease all or a portion of the Leased Premises, Landlord shall have the right to elect to jointly market with Tenant the applicable portion (including all if applicable) of the Leased Premises for subleasing and/or direct leasing, such joint marketing election to be made, if at all, in writing and delivered to Tenant during the thirty (30) day period described in the first sentence of this Paragraph 7.3.

Landlord’s Election. If Tenant desires Tenant’s request for consent to assign its interest under any Transfer shall be accompanied by a written statement setting forth the Lease or to sublet all or part details of the Leased Premises proposed Transfer, including the name, business and financial condition of the prospective Transferee, financial details of the proposed Transfer (a “Proposed Transfer”e.g., the term and the rent and security deposit payable), Tenant must first notify Landlord, in writing, of such Proposed Transfer, at least fifteen (15) business days in advance of and any other related information that Landlord may reasonably require. Landlord shall have the date it intends to close the Proposed Transfer, specifying right: (a) to withhold consent to the size of the space to be so transferredTransfer, if reasonable, (b) the duration of the term of such Proposed Transfer and to grant consent, (c) to terminate this Lease as to the portion of the Premises affected by any proposed Transfer, in which event Landlord may enter into a lease directly with the proposed Transferee, or (d) to consent on the condition that Landlord be paid, as Additional Rent hereunder, fifty percent (50%) of all subrent or other consideration to be paid to Tenant under the terms of the Proposed Transfer, including the name Transfer in excess of the total rent due hereunder (including, if such Transfer is an assignment or if such Transfer is to occur directly or indirectly in connection with the sale of any assets of Tenant, fifty percent (50%) of the amount of the consideration attributable to the Transfer of the Lease, as reasonably determined by Landlord) after deducting Tenant’s costs related to marketing the space for sublease, leasing commissions, free-rent, tenant improvements and other leasing concessions provided by Tenant to the Transferee. Landlord may require any permitted subtenant to make rental payments directly to Landlord, in the amount of rent due hereunder. The grounds on which Landlord may reasonably withhold its consent to any requested Transfer include, without limitation, that: (i) the proposed assignee or sublesseeTransferee’s contemplated use of the Premises following the proposed Transfer is not reasonably similar to the use of the Premises permitted hereunder, (ii) in Landlord’s reasonable business judgment, the proposed assignee’s Transferee lacks sufficient business reputation or sublessee’s intended use experience to operate a successful business of the Leased Premisestype and quality permitted under this Lease, current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared iii) in accordance with generally accepted accounting principles) of such proposed assignee or sublesseeLandlord’s reasonable business judgment, the form proposed Transferee lacks sufficient net worth, working capital, anticipated cash flow and other indications of documents financial strength to be used meet all of its obligations under this Lease, (iv) the proposed Transfer would breach any covenant of Landlord respecting a radius restriction, location, use or exclusivity in effectuating such assignment any other lease, financing agreement, or subletting and such other information as Landlord may reasonably request. Landlord shall have a period of fifteen (15) business days following receipt of such notice and the required information to consent or decline to consent agreement relating to the Proposed Transfer. If Project, and (v) in Landlord’s reasonable business judgment, the possibility of a release of Hazardous Materials is materially increased as a result of the Transfer or if Landlord does not respond within receive sufficient assurances that the proposed Transferee has the experience and financial ability to remedy a violation of Hazardous Materials and to fulfill its obligations under Articles 13 and 14. In connection with any such fifteen (15) business day period, Landlord shall be deemed to have approved the Proposed Transfer. If Landlord declines to consent to the Proposed Transfer, Landlord shall notify have the right to require Tenant, at Tenant’s sole cost, to cause environmental testing meeting the requirements of an Exit Assessment described in Section 14.8 to be performed. Landlord need only respond to any request by Tenant in writing, specifying the reasons under this Lease that such refusal is justified. During such fifteen hereunder within a reasonable time of not more than ten (1510) business day period, Tenant covenants days after receipt of all information and agrees to supply to Landlord, promptly upon other submission required in connection with such request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee.

Landlord’s Election. If Tenant desires or Tenant's successors shall desire to assign its interest under the this Lease or to sublet all or part of the Leased Premises (a “Proposed Transfer”)Premises, Tenant and Tenant's successors must first notify Landlord, in writing, of such Proposed Transferits intent to so assign or sublet, at least fifteen (15) business thirty days in advance of the date it intends to close so assign its interest in this Lease or sublet the Proposed TransferLeased Premises but not sooner than sixty days in advance of such date, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) in detail the terms of the Proposed Transfersuch proposed assignment or subletting, including the name of the proposed assignee or sublessee, the proposed assignee’s 's or sublessee’s Sublessee's, intended use of the Leased Premises, a current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such XXX regarding the proposed assignee or sublesseesublessee within which to do one of the following: (a) terminate this Lease or, in the case of a sublease of less than all of the Leased Premises, terminate this Lease as to that part of the Leased Premises proposed to be so sublet, either (i) on the condition that the proposed Transferee immediately enter into a direct lease of the Leased Premises with Landlord (or, in the case of a partial sublease, a lease for the portion proposed to be so sublet) on the same terms and conditions contained in Tenant's (or Tenant's successors') notice, or (ii) so that Landlord is thereafter free to lease the Leased Premises (or, in the case of a partial sublease, the form of documents portion proposed to be used so sublet) to whomever it pleases on whatever terms are acceptable to Landlord. In the event Landlord elects to so terminate this Lease, then (i) if such termination is conditioned upon the execution of a lease between Landlord and the proposed Transferee, Tenant's and Tenant's successors' obligations under this Lease shall not be terminated until such Transferee executes a new lease with Landlord, enters into possession, and commences the payment of rent, and (ii) if Landlord elects simply to terminate this Lease (or, in effectuating such assignment the case of a partial sublease, terminate this Lease as to the portion to be so sublet), the Lease shall so terminate in its entirety (or subletting and such other information as Landlord may reasonably request. Landlord shall have a period of to the space to be so sublet) fifteen (15) business days following receipt after Landlord has notified Tenant and Tenant's successors in writing of such notice election. In the case of a partial termination of the Lease, the Base Monthly Rent and Tenant's or Tenant's successors' proportionate share shall be reduced to an amount which bears the required information same relationship to consent the original amount thereof as the area of that part of the Leased Premises which remains subject to the Lease bears to the original area of the Leased Premises. Landlord and Tenant or decline Tenant's successors shall execute a cancellation agreement with respect to the Lease to effect such termination or partial termination, or (b) if Landlord shall not have elected to cancel and terminate this Lease, to either (i) consent to such requested assignment or subletting subject to Tenant's and Tenant's successors' compliance with the Proposed Transfer. If Landlord does not respond within such fifteen conditions set forth in Article 7.4 below or (15ii) business day period, Landlord shall be deemed refuse to have approved the Proposed Transfer. If Landlord declines to so consent to the Proposed Transfersuch requested assignment or subletting, Landlord shall notify Tenant in writing, specifying the reasons under this Lease provided that such refusal consent shall not be unreasonably refused. It shall not be unreasonable for Landlord to withhold its consent to any proposed assignment or subletting if (i) the proposed assignee's or subtenant's anticipated use of the Premises involves the storage, use or disposal of a Hazardous Material; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if the proposed assignee or subtenant is justifiedsubject to investigation or enforcement order or proceeding by any governmental authority in connection with the use, disposal or storage of a Hazardous Material. During such fifteen (15) business day period, Tenant covenants and agrees Tenant's successors covenant and agree to supply to Landlord, promptly upon request, with all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee. Landlord's review period shall not commence until Landlord has received all information requested by Landlord.

Landlord’s Election. If Tenant desires Tenant's request for consent to assign its interest under any transfer, described in Section 17.1 above must be accompanied by a written statement setting forth the Lease or to sublet all or part details of the Leased Premises proposed transfer, including the name, type of business and financial condition (a “Proposed Transfer”), Tenant must first notify Landlord, in writing, of such Proposed Transfer, at least fifteen (15supported by financial statements) business days in advance of the date it intends to close the Proposed Transferprospective transferee, specifying (a) the size financial details of the space to be so transferred, proposed transfer (b) the duration of the term of such Proposed Transfer and (c) e.g. the terms of the Proposed Transfertransaction, including the name rent and security deposit payable under any assignment or sublease), copies of all agreements and other writings pertaining in any way to the proposed assignee or sublesseetransfer. Tenant, in addition to the foregoing information which must be delivered to Landlord at the time Tenant requests Landlord's consent to the proposed assignee’s transfer, shall deliver to Landlord any additional information concerning the proposed transfer or sublessee’s intended use of the Leased Premises, current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, the form of documents to be used in effectuating such assignment or subletting and such other information prospective transferee as Landlord may reasonably request. Landlord shall will have a period the right (i) to reasonably withhold consent; (ii) to grant written consent to the transfer; or (iii) to terminate this Lease as of the date of the proposed transfer as to that portion of the Premises affected by the proposed transfer provided the third party transfer term is greater than thirty-nine (39) months long. Within fifteen (15) business days following receipt after submission of such notice and the all required information for the request for consent of proposed transfer, Landlord shall give notice to consent or decline to consent to the Proposed TransferTenant of its election under this Section. If Landlord does not respond waive in writing its right to terminate this Lease, such waiver shall be effective only for the transfer specifically covered in Tenant's notice for a period of sixty (60) days after the date of the waiver. If Landlord elects to terminate this Lease under Section 1 7.2(iii) above, Tenant shall have the right to withdraw its request to the proposed transfer within such fifteen (15) business day perioddays after Landlord's election to terminate this Lease, in which case Landlord shall have no right to terminate this Lease or any portion thereof. If Landlord does duly exercise its rights under Section 1 7.2(iii) above to terminate this Lease or any portion thereof, Landlord shall be deemed have the right to enter into a lease or other occupancy agreement directly with the prospective transferee, and Tenant shall have approved no right to any of the Proposed Transferrents or other consideration payable by such prospective transferee under such other lease, even if such rents and other consideration exceed the rent payable under this Lease by Tenant. If Landlord declines elects to consent exercise its rights under Section 17.2(iii), then Landlord shall have the right to lease the Proposed TransferPremises to any other tenant, or not lease the Premises, in its sole discretion. in the event of a sublease or assignment of a portion of the Premises, to which Landlord has elected to exercise its rights under Section 1 7.2(iii) above, Landlord and Tenant shall notify Tenant in writing, specifying the reasons under enter into an amendment of this Lease that such refusal is justified. During such fifteen (15) business day period, Tenant covenants to effect a proportionate reduction in the size of the Premises and agrees to supply to Landlord, promptly upon request, all necessary in the Basic Rent or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublesseeother Additional Rent payable hereunder.

Landlord’s Election. If Tenant desires shall desire to assign its interest under the Lease or to sublet all or part of the Leased Premises (a “Proposed Transfer”)Premises, Tenant must first notify Landlord, in writing, of such Proposed Transferits intent to so assign or sublet, at least fifteen thirty (1530) business days in advance of the date it intends to close so assign its interest in this Lease or sublet the Proposed TransferLeased Premises but not sooner than one hundred eighty days in advance of such date, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) in detail the terms of the Proposed Transfersuch proposed assignment or subletting, including the name of the proposed assignee or sublessee, the proposed property assignee’s 's or sublessee’s 's intended use of the Leased Premises, current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably request. Landlord shall have a period of fifteen ten (1510) business days following receipt of such notice and the required information within which to consent or decline to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant's compliance with the Proposed Transfer. If Landlord does not respond within such fifteen conditions set forth in Paragraph 7.4 below, or (15ii) business day period, Landlord shall be deemed refuse to have approved the Proposed Transfer. If Landlord declines to so consent to the Proposed Transfersuch requested assignment or subletting, Landlord provided that such consent shall notify Tenant in writingnot be unreasonably refused, specifying the reasons under or (iii) terminate this Lease as to the portion (including all) of the Leased Premises that such refusal is justifiedthe subject of the proposed assignment or subletting. During such fifteen ten (1510) business day period, Tenant covenants and agrees to supply to Landlord, promptly upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee. Notwithstanding the foregoing, if Landlord elects to terminate the Lease as provided herein, Landlord shall notify Tenant thereof during such ten (10) business day period and Tenant shall have ten (10) business days thereafter to either (i) accept Landlord's termination or (ii) rescind its request for consent to the assignment or subletting, in which case the Lease shall continue in full force and effect between Tenant and Landlord.

Landlord’s Election. If Tenant desires Tenant's request for consent to assign its interest under any Transfer shall be accompanied by a written statement setting forth the Lease or to sublet all or part details of the Leased Premises proposed Transfer, including the name, business and financial condition of the prospective Transferee, financial details of the proposed Transfer (a “Proposed Transfer”e.g., the term and the rent and security deposit payable), Tenant must first notify Landlord, in writing, of such Proposed Transfer, at least fifteen (15) business days in advance of and any other related information that Landlord may reasonably require. Landlord shall have the date it intends to close the Proposed Transfer, specifying right: (a) to withhold consent to the size of the space to be so transferredTransfer, if reasonable, (b) the duration of the term of such Proposed Transfer and to grant consent, (c) to terminate this Lease as to the portion of the Premises affected by any proposed Transfer, in which event Landlord may enter into a lease directly with the proposed Transferee, or (d) to consent on the condition that Landlord be paid fifty percent (50%) of all subrent or other consideration to be paid to Tenant under the terms of the Proposed Transfer in excess of the total rent due hereunder (including, if such Transfer is an assignment or if such Transfer is to occur directly or indirectly in connection with the sale of any assets of Tenant, fifty percent (50%) of the amount of the consideration attributable to the Transfer, including as reasonably determined by Landlord). Landlord may require any permitted subtenant to make rental payments directly to Landlord, in the name amount of rent due hereunder. The grounds on which Landlord may reasonably withhold its consent to any requested Transfer include, without limitation, that: (i) the proposed Transferee's contemplated use of the Premises following the proposed assignee or sublesseeTransfer is not reasonably similar to the use of the Premises permitted hereunder, (ii) in Landlord's reasonable business judgment, the proposed assignee’s Transferee lacks sufficient business reputation or sublessee’s intended use experience to operate a successful business of the Leased Premisestype and quality permitted under this Lease, current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared iii) in accordance with generally accepted accounting principles) of such proposed assignee or sublesseeLandlord's reasonable business judgment, the form proposed Transferee lacks sufficient net worth, working capital, anticipated cash flow and other indications of documents financial strength to be used meet all of its obligations under this Lease, (iv) the proposed Transfer would breach any covenant of Landlord respecting a radius restriction, location, use or exclusivity in effectuating such assignment any other lease, financing agreement, or subletting and such other information as Landlord may reasonably request. Landlord shall have a period of fifteen (15) business days following receipt of such notice and the required information to consent or decline to consent agreement relating to the Proposed Transfer. If Center, and (v) in Landlord's reasonable business judgment, the possibility of a release of Hazardous Materials is materially increased as a result of the Transfer or if Landlord does not respond within receive sufficient assurances that the proposed Transferee has the experience and financial ability to remedy a violation of Hazardous Materials and to fulfill its obligations under Articles 13 and 14. In connection with any such fifteen (15) business day period, Landlord shall be deemed to have approved the Proposed Transfer. If Landlord declines to consent to the Proposed Transfer, Landlord shall notify have the right to require Tenant, at Tenant's sole cost, to cause environmental testing meeting the requirements of an Exit Assessment described in Section 14.8 to be performed. Landlord need only respond to any request by Tenant in writing, specifying the reasons under this Lease that such refusal is justified. During such fifteen hereunder within a reasonable time of not less than ten (1510) business day period, Tenant covenants days after receipt of all information and agrees to supply to Landlord, promptly upon other submission required in connection with such request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee.

Landlord’s Election. If Tenant desires shall desire to assign its interest under the this Lease or to sublet all or part of the Leased Premises (a “Proposed Transfer”)Premises, Tenant must first notify Landlord, in writing, of such Proposed Transferits intent to so assign or sublet, at least fifteen (15) business days in advance of the date it intends to close so assign its interest in this Lease or sublet the Proposed TransferLeased Premises but not sooner than one hundred eighty days in advance of such date, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) in detail the terms of the Proposed Transfersuch proposed assignment or subletting, including the name of the proposed assignee or sublessee, the proposed assignee’s 's or sublessee’s 's intended use of the Leased Premises, a current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, sublessee and the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably requestsubletting. Landlord shall have a period of fifteen (15) ten business days following receipt of such notice and within which to do one of the required information to consent or decline to following: (i) consent to such requested assignment or subletting subject to Tenant's compliance with the Proposed Transferconditions set forth in Article 7.4 below or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. If Landlord does not respond within such fifteen (15) business day period, refuses Landlord shall be deemed to have approved the Proposed Transfer. If Landlord declines to consent to the Proposed Transfer, Landlord shall notify provide Tenant in writing, specifying the reasons under this Lease that such refusal is justifiedtherefor. During such fifteen (15) said ten business day period, Tenant covenants and agrees to supply to Landlord, promptly upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee.

Landlord’s Election. If Tenant desires shall desire to assign its interest under the Lease or to sublet all or part of the Leased Premises (a “Proposed Transfer”)Premises, Tenant must first notify Landlord, in writing, of such Proposed Transferits intent to so assign or sublet, at least fifteen thirty (1530) business days in advance of the date it intends to close so assign its interest in this Lease or sublet the Proposed TransferLeased Premises but not sooner than one hundred eighty days in advance of such date, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) in detail the terms of the Proposed Transfersuch proposed assignment or subletting, including the name of the proposed assignee or sublessee, the proposed property assignee’s 's or sublessee’s 's intended use of the Leased Premises, current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably request. Landlord shall have a period of fifteen ten (1510) business days following receipt of such notice and the required information within which to consent or decline to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant's compliance with the Proposed Transfer. If Landlord does not respond within such fifteen conditions set forth in Paragraph 7.4 below, or (15ii) business day period, Landlord shall be deemed refuse to have approved the Proposed Transfer. If Landlord declines to so consent to the Proposed Transfersuch requested assignment or subletting, Landlord provided that such consent shall notify Tenant in writingnot be unreasonably refused, specifying the reasons under or (iii) terminate this Lease that as to the entirety of the Leased Premises, or, at Landlord's sole option, as to only such refusal portion of the Leased Premises as is justifiedthe subject of the proposed assignment or subletting. During such fifteen ten (1510) business day period, Tenant covenants and agrees to supply to Landlord, promptly upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee.

Landlord’s Election. If Except as provided for in Paragraph 7.2 above, if Tenant desires shall desire to assign its interest under the Lease or to sublet all or part of the Leased Premises (a “Proposed Transfer”)Premises, Tenant must first notify Landlord, in writing, of such Proposed Transfer, sublease or assignment and provide an executed copy thereof to Landlord at least fifteen (15) business 20 days in advance of the commencement date it intends to close the Proposed Transferof such sublease or assignment but not sooner than one hundred eighty (180) days in advance of such date, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) in detail the terms of the Proposed Transfersuch proposed assignment or subletting, including the name of the proposed assignee or sublessee, the proposed assignee’s or sublessee’s intended use of the Leased Premises, current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principlesGAAP; provided, however, that, if applicable with respect to a proposed sublessee, during any period that the proposed sublessee actually does not prepare its financial statements in accordance with GAAP, then financial statements prepared and reviewed by a reputable, third-party, independent certified public accountant shall suffice) of such proposed assignee or sublessee, the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably request. Such executed sublease or assignment shall be conditioned upon any required Landlord consent. Landlord shall have a period of fifteen ten (1510) business days following receipt of such notice and the required information within which to consent or decline to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant’s compliance with the Proposed Transfer. If Landlord does not respond within such fifteen conditions set forth in Paragraph 7.4 below, or (15ii) business day period, Landlord shall be deemed refuse to have approved the Proposed Transfer. If Landlord declines to so consent to the Proposed Transfersuch requested assignment or subletting, Landlord shall notify Tenant in writing, specifying the reasons under this Lease provided that such refusal is justifiedconsent shall not be unreasonably refused. During such fifteen ten (1510) business day period, Tenant covenants and agrees to supply to Landlord, promptly upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee. If Landlord fails to respond by the end of such ten (10) business day period to Tenant’s request for consent to Building E any proposed Transfer, Tenant may send a second (2nd) request to Landlord, which request must contain the following inscription, in 14 point font and bold faced lettering: “SECOND NOTICE DELIVERED PURSUANT TO PARAGRAPH 7.3 OF LEASE—FAILURE TO TIMELY RESPOND WITHIN FIVE (5) BUSINESS DAYS SHALL RESULT IN DEEMED APPROVAL OF ASSIGNMENT OR SUBLEASE.” If Tenant sends such a second request, and Landlord fails to respond within five (5) business days after its receipt of same, the proposed assignment or subletting shall be deemed approved.

Landlord’s Election. If Tenant desires Solely with respect to assign its interest under assignments and subleases for which Landlord’s consent is required, Landlord shall have the Lease or to sublet all or part of the Leased Premises (a “Proposed Transfer”)right, Tenant must first notify Landlord, in writing, of such Proposed Transfer, at least within fifteen (15) business days in advance after receipt of the date it Tenant’s Request Notice, to elect (i) to sublet the Demised Premises from Tenant at the Monthly Base Rent then being paid by Tenant for the Demised Premises but, in the case of a sublet of a portion of the Demised Premises, that portion thereof which Tenant proposes to sublease by a proportionate reduction in the rent as hereinafter set forth; (ii) to terminate this Lease, effective thirty (30) days after notification thereof, in its entirety, if Tenant intends to close the Proposed Transfer, specifying (a) the size sublet or assign all of the space Demised Premises but, if Tenant proposes to be so transferred, (b) the duration sublet a portion of the term of Demised Premises, to terminate this Lease only with respect to such Proposed Transfer and (c) the terms portion of the Proposed TransferDemised Premises; or (iii) to consent to the sublease or assignment, including subject, however, to the name provisions of Section 25.1 hereof when the Tenant has not specifically identified the prospective subtenant or assignee, in which event Tenant shall continue to pay Rent as provided for herein; or (iv) to (not unreasonably) withhold its consent to the sublease or assignment. Upon exercise by Landlord of either of the proposed assignee options set forth in subclauses (i) or sublessee(ii) above, the proposed assignee’s or sublessee’s intended use of the Leased Premises, current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably request. Landlord Tenant shall have a period of up to fifteen (15) business days following after Tenant’s receipt of written notice of Landlord’s election to notify Landlord in writing that Tenant has elected to not enter into the sublease or assignment and Landlord shall not exercise its rights pursuant to this Section 25, and if Tenant fails to timely so notify Landlord, then Tenant shall surrender the Demised Premises or such notice portion thereof, as the case may be, to Landlord on the proposed sublease commencement date (but in no event sooner than thirty (30) days after Landlord’s receipt of the Tenant’s Request Notice), and thereafter the Rent to be paid by Tenant hereunder shall equal the amount determined by multiplying the Rent times a fraction, the numerator of which is such total of the square foot area remaining in the possession of Tenant, and the denominator of which is the total square foot area of the Demised Premises on the date hereof The cost of any construction required information to consent or decline to consent to permit the operation of the Proposed Transfer. If Sublet Space separate from the balance of the Demised Premises shall be split equally by Landlord does not respond within such fifteen (15) business day period, and Tenant and the portion paid by Tenant to Landlord shall be deemed to have approved additional rent hereunder. If the Proposed Transfer. If Sublet Space constitutes the entire Premises and Landlord declines elects to consent to terminate this Lease, then Tenant shall tender the Proposed Transfer, Landlord shall notify Tenant in writing, specifying the reasons under this Lease that such refusal is justified. During such fifteen (15) business day period, Tenant covenants and agrees to supply Sublet Space to Landlord, promptly upon requestand this Lease shall terminate, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or on the proposed assignee or sublesseeProposed Sublease Commencement Date.

Landlord’s Election. If Tenant desires or Tenant’s successors shall desire to assign its interest under the this Lease or to sublet all or part of the Leased Premises (a “Proposed Transfer”)Premises, Tenant and Tenant’s successors must first notify Landlord, in writing, of such Proposed Transferits intent to so assign or sublet, at least fifteen (15) business thirty days in advance of the date it intends to close so assign its interest in this Lease or sublet the Proposed TransferLeased Premises but not sooner than sixty days in advance of such date, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) in detail the terms of the Proposed Transfersuch proposed assignment or subletting, including the name of the proposed assignee or sublessee, the proposed assignee’s or sublesseeSublessee’s intended use of the Leased Premises, a current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, sublessee and the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably requestsubletting. Landlord shall have a period of fifteen (15) business days following receipt of such notice and receipt of all information requested by Landlord regarding the required information proposed assignee or sublessee within which to consent do one of the following: (a) in the case of an assignment or decline of a sublease of all or substantially all the Leased Premises for all or substantially all the then remaining Lease Term, terminate this Lease, or (b) if Landlord shall not have elected to cancel and terminate this Lease, to either (i) consent to such requested assignment or subletting subject to Tenant’s and Tenant’s successors’ compliance with the Proposed Transferconditions set forth in Article 7.4 below or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. If Landlord does not respond within such elects to terminate this Lease, the Lease shall so terminate in its entirety fifteen (15) business day period, days after Landlord has notified Tenant and Tenant’s successors in writing of such election. Landlord and Tenant or Tenant’s successors shall execute a cancellation agreement with respect to the Lease to effect such termination. It shall not be deemed unreasonable for Landlord to have approved the Proposed Transfer. If Landlord declines to withhold its consent to any proposed assignment or subletting if (i) the Proposed Transferproposed assignee’s or subtenant’s anticipated use of the Leased Premises is more intensive than Tenant’s and/or involves the storage, Landlord shall notify use or disposal of a Hazardous Material; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if the proposed assignee or subtenant is subject to investigation or enforcement order or proceeding by any governmental authority in connection with the use, disposal or storage of a Hazardous Material. Tenant in writing, specifying the reasons under this Lease that such refusal is justified. During such fifteen (15) business day period, Tenant covenants and agrees Tenant’s successors covenant and agree to supply to Landlord, promptly upon request, with all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee. Landlord’s review period shall not commence until Landlord has received all information requested by Landlord.

Landlord’s Election. If Tenant desires shall desire to assign its interest under the this Lease or to sublet all or part of the Leased Premises (a “Proposed Transfer”)Premises, Tenant must first notify Landlord, in writing, of such Proposed Transferits intent to so assign or sublet, at least fifteen (15) business lease sixty days in advance of the date it intends to close so assign its interest in this Lease or sublet the Proposed TransferLeased Premises but not sooner than one hundred eighty days in advance of such date, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) in detail the terms of the Proposed Transfersuch proposed assignment or subletting, including the name of the proposed assignee or sublessee, the proposed assignee’s 's or sublessee’s 's intended use of the Leased Premises, a current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably request. Landlord shall have a period of fifteen (15) business days following receipt of such notice and the required information within which to consent do one of the following: (a) cancel and terminate this Lease effective as of the intended subletting or decline assignment date set forth in Tenant's notice (provided, however as it relates to sublettings, said cancellation and termination right shall only apply to a proposed subletting if, by reason of the proposed subletting in question, seventy-five percent (75%) or more of the Leased Premises, in the aggregate (taking into account any then- exiting sublettings of the Leased Premises), will be sublet), or (b) if Landlord shall not have elected to cancel and terminate this lease to either (i) consent to such requested assignment or subletting subject to Tenant's compliance with the Proposed Transfer. If Landlord does not respond within such fifteen conditions set forth in Paragraph 7.4 below or (15ii) business day period, Landlord shall be deemed refuse to have approved the Proposed Transfer. If Landlord declines to so consent to the Proposed Transfersuch requested assignment or subletting, Landlord shall notify Tenant in writing, specifying the reasons under this Lease provided that such refusal is justifiedconsent shall not be unreasonably refused. During such said fifteen (15) business day period, Tenant covenants and agrees to supply to Landlord, promptly upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or of subletting and/or the proposed assignee or sublessee.

Landlord’s Election. If Tenant desires or Tenant's successors shall desire to assign its interest under the this Lease or to sublet all or part of the Leased Premises (a “Proposed Transfer”)Premises, Tenant and Tenant's successors must first notify Landlord, in writing, of such Proposed Transferits intent to so assign or sublet, at least fifteen (15) business thirty days in advance of the date it intends to close so assign its interest in this Lease or sublet the Proposed TransferLeased Premises but not sooner than sixty days in advance of such date, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) in detail the terms of the Proposed Transfersuch proposed assignment or subletting, including the name of the proposed assignee or sublessee, the proposed assignee’s 's or sublessee’s Sublessee's intended use of the Leased Premises, a current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, sublessee and the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably requestsubletting. Landlord shall have a period of fifteen (15) business days following receipt of such notice and receipt of all information requested by Landlord regarding the required information proposed assignee or sublessee within which to consent do one of the following: (a) terminate this Lease or, in the case of a sublease of less than all of the Leased Premises, terminate this Lease as to that part of the Leased Premises proposed to be so sublet,* either (i) on the condition that the proposed Transferee immediately enter into a direct lease of the Leased Premises with Landlord (or, in the case of a partial sublease, a lease for the portion proposed to be so sublet) on the same terms and conditions contained in Tenant's (or decline Tenant's successors') notice, or (ii) so that Landlord is thereafter free to consent lease the Leased Premises (or, in the case of a partial sublease, the portion proposed to be so sublet) to whomever it pleases on whatever terms are acceptable to Landlord. In the event Landlord elects to so terminate this Lease, then (i) if such termination is conditioned upon the execution of a lease between Landlord and the proposed Transferee, Tenant's and Tenant's successors' obligations under this Lease shall not be terminated until such Transferee executes a new lease with Landlord, enters into possession, and commences the payment of rent, and (ii) if Landlord elects simply to terminate this Lease (or, in the case of a partial sublease, terminate this Lease as to the Proposed Transfer. If Landlord does not respond within such portion to be so sublet), the Lease shall so terminate in its entirety (or as to the space to be so sublet) fifteen (15) business day perioddays after Landlord has notified Tenant and Tenant's successors in writing of such election. In the case of a partial termination of the Lease, the Base Monthly Rent and Tenant's or Tenant's successors' proportionate share shall be reduced to an amount which bears the same relationship to the original amount thereof as the area of that part of the Leased Premises which remains subject to the Lease bears to the original area of the Leased Premises. Landlord and Tenant or Tenant's successors shall execute a cancellation agreement with respect to the Lease to effect such * LANDLORD MAY ONLY TERMINATE THIS LEASE IF TENANT SUBLEASES 80% OR MORE OF THE SPACE FOR SUBSTANTIALLY THE THEN REMAINING TERM. termination or partial termination, or (b) if Landlord shall be deemed not have elected to have approved the Proposed Transfer. If Landlord declines cancel and terminate this Lease, to either (i) consent to such requested assignment or subletting subject to Tenant's and Tenant's successors' compliance with the Proposed Transferconditions set forth in Article 7.4 below or (ii) refuse to so consent to such requested assignment or subletting, Landlord shall notify Tenant in writing, specifying the reasons under this Lease provided that such refusal consent shall not be unreasonably refused. It shall not be unreasonable for Landlord to withhold its consent to any proposed assignment or subletting if (i) the proposed assignee's or subtenant's anticipated use of the Premises involves the storage, use or disposal of a Hazardous Material; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if the proposed assignee or subtenant is justifiedsubject to investigation or enforcement order or proceeding by any governmental authority in connection with the use, disposal or storage of a Hazardous Material. During such fifteen (15) business day period, Tenant covenants and agrees Tenant's successors covenant and agree to supply to Landlord, promptly upon request, with all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee. Landlord's review period shall not commence until Landlord has received all information requested by Landlord.

Landlord’s Election. If Tenant desires to assign its interest under the Lease or to sublet all or part Landlord shall, within thirty (30) days of the Leased Premises (a “Proposed Transfer”), Tenant must first notify Landlord, in writing, receipt of such Proposed Transfer, at least fifteen (15) business days in advance of the date it intends to close the Proposed Transfer, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer Notice and (c) the terms of the Proposed Transfer, including the name of all information requested by Landlord concerning the proposed assignee or sublessee, the proposed assignee’s or sublessee’s intended use elect to take one of the Leased Premises, current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, the form of documents following actions by Notice to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably request. Landlord shall have a period of fifteen (15) business days following receipt of such notice and the required information to consent or decline to Tenant: consent to the Proposed Transfer. If Landlord does not respond within such fifteen (15) business day period, Landlord shall be deemed to have approved the Proposed Transfer. If Landlord declines to consent to the Proposed Transfer, Landlord shall notify Tenant in writing, specifying the reasons under this Lease that such refusal is justified. During such fifteen (15) business day period, Tenant covenants and agrees to supply to Landlord, promptly upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or sublease; refuse to consent to such proposed assignment or sublease, which refusal shall be on reasonable grounds; If Tenant proposes to sublease all or part of the Premises, elect to recapture such portion of the Premises as Tenant proposes to sublease and, as of the thirtieth (30th) day after Landlord so notifies Tenant of its election to recapture, this Lease shall terminate as to the portion of the Premises recaptured and the Monthly Rent payable under this Lease shall be reduced in the same proportion that the floor area of that portion of the Premises so recaptured bears to the floor area of the Premises prior to such recapture; or If Tenant proposes to assign this Lease, elect to recapture the Premises and, as of the thirtieth (30th) day after Landlord so notifies Tenant of its election to recapture, this Lease shall terminate. Tenant agrees, by way of example and without limitation, that it shall not be unreasonable for Landlord to withhold its consent to a proposed assignment or subletting and/or if any of the following situations exist or may exist: Landlord determines that the proposed assignee's or sublessee's use of the Premises conflicts with Article V or Article VI, presents an unacceptable risk, as determined by Landlord, under Article VI, or conflicts with any other provision under this Lease; Landlord determines that the proposed assignee or sublessee is not financially responsible as of the date of Tenant's request for consent or as of the effective date of such assignment or subletting; Landlord determines that the proposed assignee or sublessee lacks sufficient business reputation or experience to conduct on the Premises a business of a type and quality equal to that conducted by Tenant; Landlord determines that the proposed assignment or subletting would breach a covenant, condition or restriction in some other lease, financing agreement or other agreement relating to the Property, the Building, the Premises or this Lease; Landlord determines that the proposed assignee or sublessee (A) has been required by any prior landlord, lender or governmental authority to take remedial action in connection with Hazardous Materials contaminating a property if such contamination resulted from the proposed assignee's or sublessee's actions or use of the property in question, or (B) is subject to any enforcement order issued by any governmental authority in connection with the use, disposal or storage of Hazardous Materials; An Event of Default has occurred and is continuing at the time of Tenant's request for Landlord's consent, or as of the effective date of such assignment or subletting; The proposed assignee or sublessee is either a governmental agency or instrumentality thereof; or The proposed assignee or sublessee or an affiliate thereof (a) occupies space in the Property at the time of the request for consent, (b) is negotiating with Landlord to lease space in the Property at such time, or (c) has negotiated with Landlord to lease space in the Property during the twelve (12) month period immediately preceding the request for consent. Tenant acknowledges that if Tenant has any exterior sign rights under this Lease, such rights are personal to the original Tenant named herein and may not be assigned or transferred to any assignee of this Lease or sublessee of the Premises without Landlord's prior written consent, which consent may be withheld in Landlord's sole and absolute discretion.

Landlord’s Election. If Tenant desires Tenant’s request for consent to assign its interest under any transfer described in Section 9.01 above shall be accompanied by a written statement setting forth the Lease or to sublet all or part details of the Leased Premises proposed transfer, including the name, business and financial condition of the prospective transferee, financial details of the proposed transfer (a “Proposed Transfer”e.g., the term of and rent and security deposit payable under any assignment or sublease), Tenant must first notify Landlord, in writing, of such Proposed Transfer, at least fifteen (15) business days in advance a copy of the date it intends proposed assignment or sublease document (which shall be subject to close Landlord’s review and approval) and any other information Landlord deems relevant. Landlord shall have the Proposed Transfer, specifying right (a) the size of the space to be so transferredwithhold consent, if reasonable; (b) the duration of the term of such Proposed Transfer and to grant consent; or (c) if the terms transfer is a sublease of the Proposed Transferentire Premises or an assignment of this Lease, including to terminate this Lease as of the name effective date of such sublease or assignment, in which case Landlord may elect to enter into a direct lease with the proposed assignee or subtenant. It shall be deemed reasonable for Landlord to withhold its consent to a proposed assignment or sublease if (i) the use to be made of the Premises is not generally consistent with the character and nature of the other tenancies in the Building or the Project; (ii) the character, reputation or financial responsibility of the proposed assignee or sublessee, subtenant is not reasonably satisfactory to Landlord; or (iii) the proposed assignee’s assignment or sublessee’s intended use sublease would cause Landlord to be in violation of another lease or agreement to which Landlord is a party or would give an occupant of the Leased Premises, current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, Project the form of documents right to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably requestcancel its lease. Landlord shall have a period of fifteen (15) business days following receipt of such notice and the required information to consent or decline no obligation to consent to any requested transfer if Tenant is then in default hereunder. In the Proposed Transfer. If Landlord does not respond within event the rental or other consideration payable in respect of an assignment or sublease exceeds the rent payable hereunder by Tenant, then fifty percent (50%) of such fifteen (15) business day period, Landlord excess rent and other consideration shall be deemed Additional Rent owed to have approved the Proposed Transfer. If Landlord declines to consent to the Proposed Transfer, Landlord shall notify Tenant in writing, specifying the reasons under this Lease that such refusal is justified. During such fifteen (15) business day period, Tenant covenants and agrees to supply to by Landlord, promptly and shall be payable to Landlord upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublesseereceipt by Tenant thereof.

Landlord’s Election. If Tenant desires shall desire to assign its interest under the Lease or to sublet all or part any portion of the Leased Premises (Premises, except in connection with a “Proposed Transfer”), Permitted Transfer Tenant must first notify Landlord, in writing, of such Proposed Transferits intent to so assign or sublet, at least fifteen twenty (1520) business days in advance of the date it intends to close so assign its interest in this Lease or sublet the Proposed TransferLeased Premises but not sooner than one hundred eighty days in advance of such date, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) in detail the terms of the Proposed Transfersuch proposed assignment or subletting, including the name of the proposed assignee or sublessee, the proposed property assignee’s or sublessee’s intended use of the Leased Premises, current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably request. Landlord shall have a period of fifteen twenty (1520) business days following receipt of such notice and the required information within which to consent or decline to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant’s compliance with the Proposed Transfer. If Landlord does not respond within such fifteen conditions set forth in Paragraph 7.4 below, or (15ii) business day period, Landlord shall be deemed refuse to have approved the Proposed Transfer. If Landlord declines to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused, or (iii) in the Proposed Transfer, Landlord shall notify Tenant in writing, specifying the reasons under case of an assignment of this Lease that such refusal is justifiedor sublet of any part of the Leased Premises for the remainder of the term, terminate this Lease. During such fifteen ten (1510) business day period, Tenant covenants and agrees to supply to Landlord, promptly upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee. Notwithstanding the foregoing, if Landlord elects to terminate the Lease as provided herein, Landlord shall notify Tenant thereof during such ten (10) day period and Tenant shall either (i) accept Landlord’s termination or (ii) rescind its request for consent to the assignment or subletting, in which case the Lease shall continue in full force and effect between Tenant and Landlord.

Landlord’s Election. If Tenant desires shall desire to assign its interest under the Lease or to sublet all or part any portion of the Leased Premises (Premises, except in connection with a “Proposed Transfer”), Permitted Transfer Tenant must first notify Landlord, in writing, of such Proposed Transferits intent to so assign or sublet, at least fifteen twenty (1520) business days in advance of the date it intends to close so assign its interest in this Lease or sublet the Proposed TransferLeased Premises but not sooner than one hundred eighty days in advance of such date, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) in detail the terms of the Proposed Transfersuch proposed assignment or subletting, including the name of the proposed assignee or sublessee, the proposed property assignee’s 's or sublessee’s 's intended use of the Leased Premises, current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably request. Landlord shall have a period of fifteen twenty (1520) business days following receipt of such notice and the required information within which to consent or decline to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant's compliance with the Proposed Transfer. If Landlord does not respond within such fifteen conditions set forth in Paragraph 7.4 below, or (15ii) business day period, Landlord shall be deemed refuse to have approved the Proposed Transfer. If Landlord declines to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused, or (iii) in the Proposed Transfer, Landlord shall notify Tenant in writing, specifying the reasons under case of an assignment of this Lease that such refusal is justifiedor sublet of any part of the Leased Premises for the remainder of the term, terminate this Lease. During such fifteen ten (1510) business day period, Tenant covenants and agrees to supply to Landlord, promptly upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee. Notwithstanding the foregoing, if Landlord elects to terminate the Lease as provided herein, Landlord shall notify Tenant thereof during such ten (10) day period and Tenant shall either (i) accept Landlord's termination or (ii) rescind its request for consent to the assignment or subletting, in which case the Lease shall continue in full force and effect between Tenant and Landlord.

Landlord’s Election. If Tenant desires shall desire to assign assign, encumber or otherwise transfer all or any part of its interest under the in this Lease or to sublet all the Premises or part of the Leased Premises (a “Proposed Transfer”)any portion thereof, Tenant must first notify Landlord, in writing, of such Proposed Transferits intent to so sublet, assign, encumber or transfer, at least fifteen thirty (1530) business days in advance of the date it intends to close so assign, encumber or otherwise transfer (collectively "transfer") all or any part of its interest in this Lease or sublet the Proposed TransferPremises or any portion thereof, but not sooner than one hundred eighty (180) days in advance of such date, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) in detail the terms of the Proposed Transfersuch proposed transfer or subletting, including the name of the proposed assignee or sublesseeTransferee, the proposed assignee’s or sublessee’s Transferee's intended use of the Leased Premises, current and two (2) prior years' financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principlesprinciples or such other accounting standard or methodology historically used by the Transferee and reasonably acceptable to Landlord) of such proposed assignee or sublesseeTransferee, the proposed form of documents to be used in effectuating such assignment transfer or subletting and such other information as Landlord may reasonably request. Landlord shall have a period of fifteen (15) business days following receipt of such notice and the required information within which to do one of the following: (a) consent in writing to such requested transfer or decline subletting subject to Tenant's compliance with the conditions set forth in Section 7.4 below, or (b) refuse to consent to the Proposed Transfersuch requested transfer or subletting. If Landlord does not respond Landlord's failure within such fifteen (15) business day period, Landlord period to provide Tenant with any of the responses described in clause (a) or (b) above shall be deemed to have approved the Proposed Transfer. If Landlord declines to constitute Landlord's withholding of consent to the Proposed Transfer, Landlord shall notify Tenant in writing, specifying the reasons under this Lease that such refusal is justifiedproposed transfer or subletting. During such fifteen (15) business day period, Tenant covenants and agrees to supply to Landlord, promptly upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment transfer or subletting and/or and the proposed assignee Transferee. Any transfer of Tenant's interest in this Lease or sublesseesubletting of the Premises or any part thereof in violation of this Article 7 shall, at Landlord's sole option, be void and of no effect ab initio.

Landlord’s Election. If Tenant desires Tenant's request for consent to assign its interest under any Transfer shall be accompanied by a written statement setting forth the Lease or to sublet all or part details of the Leased Premises proposed Transfer, including the name, business and financial condition of the prospective Transferee, financial details of the proposed Transfer (a “Proposed Transfer”e.g., the term and the rent and security deposit payable), Tenant must first notify Landlord, in writing, of such Proposed Transfer, at least fifteen (15) business days in advance of and any other related information that Landlord may reasonably require. Landlord shall have the date it intends to close the Proposed Transfer, specifying right: (a) to withhold consent to the size of the space to be so transferredTransfer, if reasonable, (b) the duration of the term of such Proposed Transfer and to grant consent, (c) if the Transfer is an assignment of the lease, or a sublease for substantially the remaining term of the Lease, to terminate this Lease as to the portion of the Premises affected by any such proposed Transfer, in which event Landlord may enter into a lease directly with the proposed Transferee, or (d) to consent on the condition that Landlord be paid fifty percent (50%) of all subrent or other consideration to be paid to Tenant under the terms of the Proposed Transfer (after deduction for all of Tenant's costs in negotiating such Transfer, including the name leasing commissions, tenant improvements, and other out-of-pocket concessions) in excess of the total rent due hereunder (including, if such Transfer is an assignment or if such Transfer is to occur directly or indirectly in connection with the sale of any assets of Tenant, fifty percent (50%) of the amount of the consideration attributable to the Transfer, as reasonably determined by Landlord). Landlord may require any permitted subtenant to make rental payments directly to Landlord, in the amount of rent due hereunder. The grounds on which Landlord may reasonably withhold its consent to any requested Transfer include, without limitation, that: (i) the proposed assignee or sublesseeTransferee's contemplated use of the Premises following the proposed Transfer is not reasonably similar to the use of the Premises permitted hereunder, (ii) in Landlord's reasonable business judgment, the proposed assignee’s Transferee lacks sufficient business reputation or sublessee’s intended use experience to operate a successful business of the Leased Premisestype and quality permitted under this Lease, current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared iii) in accordance with generally accepted accounting principles) of such proposed assignee or sublesseeLandlord's reasonable business judgment, the form proposed Transferee lacks sufficient net worth, working capital, anticipated cash flow and other indications of documents financial strength to be used meet all of its obligations under this Lease, (iv) the proposed Transfer would breach any covenant of Landlord respecting a radius restriction, location, use or exclusivity in effectuating such assignment any other lease, financing agreement, or subletting and such other information as Landlord may reasonably request. Landlord shall have a period of fifteen (15) business days following receipt of such notice and the required information to consent or decline to consent agreement relating to the Proposed Transfer. If Center, and (v) in Landlord's reasonable business judgment, the possibility of a release of Hazardous Materials is materially increased as a result of the Transfer or if Landlord does not respond within receive sufficient assurances that the proposed Transferee has the experience and financial ability to remedy a violation of Hazardous Materials and to fulfill its obligations under Articles 13 and 14. In connection with any such fifteen (15) business day period, Landlord shall be deemed to have approved the Proposed Transfer. If Landlord declines to consent to the Proposed Transfer, Landlord shall notify have the right to require Tenant, at Tenant's sole cost, to cause environmental testing meeting the requirements of an Exit Assessment described in Section 14.8 to be performed. Landlord need only respond to any request by Tenant in writing, specifying the reasons under this Lease that such refusal is justified. During such fifteen hereunder within a reasonable time of not less than ten (1510) business day period, Tenant covenants days after receipt of all information and agrees to supply to Landlord, promptly upon other submission required in connection with such request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee.

Landlord’s Election. If Tenant desires or Tenant’s successors shall desire to assign its interest under the this Lease or to sublet all or part of the Leased Premises (a “Proposed Transfer”)Premises, Tenant and Tenant’s successors must first notify Landlord, in writing, of such Proposed Transferits intent to so assign or sublet, at least fifteen (15) business thirty days in advance of the date it intends to close so assign its interest in this Lease or sublet the Proposed TransferLeased Premises but not sooner than sixty days in advance of such date, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) in detail the terms of the Proposed Transfersuch proposed assignment or subletting, including the name of the proposed assignee or sublessee, the proposed assignee’s or sublesseeSublessee’s intended use of the Leased Premises, a current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, sublessee and the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably requestsubletting. Landlord shall have a period of fifteen (15) business days following receipt of such notice and receipt of all information requested by Landlord regarding the required information proposed assignee or sublessee within which to consent do one of the following: (a) in the case of an assignment or decline of a sublease of all or substantially all the Leased Premises for all or substantially all the then remaining Lease Term, terminate this Lease, or (b) if Landlord shall not have elected to cancel and terminate this Lease, to either (i) consent to such requested assignment or subletting subject to Tenant’s and Tenant’s successors’ compliance with the Proposed Transferconditions set forth in Article 7.4 below or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. If Landlord does not respond within such elects to terminate this Lease, the Lease shall so terminate in its entirety fifteen (15) business day period, days after Landlord has notified Tenant and Tenant’s successors in writing of such election. Landlord and Tenant or Tenant’s successors shall be deemed to have approved the Proposed Transfer. If Landlord declines to consent to the Proposed Transfer, Landlord shall notify Tenant in writing, specifying the reasons under this Lease that such refusal is justified. During such fifteen (15) business day period, Tenant covenants and agrees to supply to Landlord, promptly upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee.execute a cancellation 1003283 v5/SF

Landlord’s Election. If Tenant desires or Tenant’s successors shall desire to assign its interest under the this Lease or to sublet all or part of the Leased Premises (a “Proposed Transfer”)Premises, Tenant and Tenant’s successors must first notify Landlord, in writing, of such Proposed Transferits intent to so assign or sublet, at least fifteen (15) business thirty days in advance of the date it intends to close so assign its interest in this Lease or sublet the Proposed TransferLeased Premises but not sooner than sixty days in advance of such date, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) in detail the terms of the Proposed Transfersuch proposed assignment or subletting, including the name of the proposed assignee or sublessee, the proposed assignee’s or sublesseeSublessee’s intended use of the Leased Premises, a current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, sublessee and the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably requestsubletting. Landlord shall have a period of fifteen (15) business days following receipt of such notice and receipt of all information reasonably requested by Landlord regarding the required information proposed assignee or sublessee within which to consent do one of the following: (a) in the event of an assignment or decline sublease of more than fifty (50%) percent of an entire Building for substantially the remaining Lease Term, to terminate the Lease as to that part of the Leased Premises proposed to be so sublet, or assigned or (b) if Landlord shall not have elected to or does not have the option to cancel and terminate this Lease, to either (i) consent to such requested assignment or subletting subject to Tenant’s and Tenant’s successors’ compliance with the Proposed Transfer. If Landlord does not respond within such fifteen conditions set forth in Article 7.4 below or (15ii) business day period, Landlord shall be deemed refuse to have approved the Proposed Transfer. If Landlord declines to so consent to the Proposed Transfersuch requested assignment or subletting, Landlord shall notify Tenant in writing, specifying the reasons under this Lease provided that such refusal consent shall not be unreasonably refused. It shall not be unreasonable for Landlord to withhold its consent to any proposed assignment or subletting if (i) the proposed assignee’s or subtenant’s anticipated use of the Premises involves the storage, use or disposal of a Hazardous Material: (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if the proposed assignee or subtenant is justifiedsubject to investigation or enforcement order or proceeding by any governmental authority in connection with the use, disposal or storage of a Hazardous Material. During such fifteen (15) business day period, Tenant covenants and agrees Tenant’s successors covenant and agree to supply to Landlord, promptly upon request, with all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee. Landlord’s review period shall not commence until Landlord has received all Information requested by Landlord.

Landlord’s Election. If Tenant desires shall desire to assign its interest under the Lease or to sublet all or part of the Leased Premises (a “Proposed Transfer”)Premises, Tenant must first notify Landlord, in writing, of such Proposed Transferits intent to so assign or sublet, at least fifteen thirty (1530) business days in advance of the date it intends to close so assign its interest in this Lease or sublet the Proposed TransferLeased Premises but not sooner than one hundred eighty days in advance of such date, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) in detail the terms of the Proposed Transfersuch proposed assignment or subletting, including the name of the proposed assignee or sublessee, the proposed property assignee’s 's or sublessee’s 's intended use of the Leased Premises, current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably request. Landlord shall have a period of fifteen ten (1510) business days following receipt of such notice and the required information within which to consent or decline to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant's compliance with the Proposed Transfer. If conditions set forth in Paragraph 7.4 below, or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused, or (iii) terminate this Lease as to the portion (including all) of the Leased Premises that is the subject of the proposed assignment or subletting; provided however, if for any proposed sublease the term of the sublease expires more than two (2) years prior to the end of the original Lease Term, then Landlord does shall not respond within such fifteen (15) business day periodhave the right to terminate this Lease as provided herein and, notwithstanding anything to the contrary contained herein, Landlord shall be deemed entitled to have approved seventy-five percent (75%) of the Proposed Transfer. If Landlord declines excess rentals, as calculated pursuant to consent to the Proposed Transfer, Landlord shall notify Tenant in writing, specifying the reasons under this Lease that such refusal is justifiedSection 7.5. During such fifteen ten (1510) business day period, Tenant covenants and agrees to supply to Landlord, promptly upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee.

Landlord’s Election. If Tenant desires shall desire to assign its interest under the this Lease or to sublet all or part of the Leased Premises (a “Proposed Transfer”)Premises, Tenant must first notify Landlord, in writing, of such Proposed Transferits intent to so assign or sublet, at least fifteen not less than thirty (1530) business days in advance of the date it intends to close so assign its interest in this Lease or sublet the Proposed TransferPremises, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) in detail the terms of the Proposed Transfersuch proposed assignment or subletting, including the name of the proposed assignee or sublessee, the proposed assignee’s 's or sublessee’s 's intended use of the Leased Premises, a current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, sublessee and the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably requestsubletting. Landlord shall have a period of fifteen (15) business days following receipt of such notice within which to do one of the following: (a) terminate this Lease or, in the case of a sublease of less than all of the Premises, terminate this Lease as to that part of the Premises proposed to be so sublet, either (i) on the condition that the proposed Transferee immediately enter into a direct lease of the Premises with Landlord (or, in the case of a partial sublease, a lease for the portion proposed to be so sublet) on the same terms and conditions contained in Tenant's notice, or (ii) so that Landlord is thereafter free to lease the Premises (or, in the case of a partial sublease, the portion proposed to be so sublet) to whomever it pleases on whatever terms are acceptable to Landlord. Notwithstanding the foregoing, Tenant shall have the right to rescind its request for consent within five (5) business days after receipt of Landlord's notice to terminate, in which case this Lease shall continue in full force and effect. In the event Landlord elects to so terminate this Lease and Tenant does not rescind its request for consent to sublease or assign, then (i) if such termination is conditioned upon the execution of a lease between Landlord and the required information proposed Transferee, Tenant's obligations under this Lease shall not be terminated until such Transferee executes a new lease with Landlord, enters into possession, and commences the payment of rent, and (ii) if Landlord elects simply to consent or decline to consent terminate this Lease (or, in the case of a partial sublease, terminate this Lease as to the Proposed Transfer. If Landlord does not respond within such portion to be so sublet), the Lease shall so terminate in its entirety (or as to the space to be so sublet) fifteen (15) business day perioddays after Landlord has notified Tenant in writing of such election. In the case of a partial termination of the Lease, the rent, Tenant's Share and Additional Rent shall be reduced to an amount which bears the same relationship to the original amount thereof as the area of that part of the Premises which remains subject to the Lease bears to the original area of the Premises. Landlord and Tenant shall execute a cancellation agreement with respect to this Lease to effect such termination or partial termination, or (b) if Landlord shall be deemed not have elected to have approved the Proposed Transfer. If Landlord declines cancel and terminate this Lease, to either (i) consent to such requested assignment or subletting subject to Tenant's compliance with the Proposed Transferconditions set forth in Subparagraph D below or (ii) refuse to so consent to such requested assignment or subletting, Landlord shall notify Tenant in writing, specifying the reasons under this Lease provided that such refusal consent shall not be unreasonably refused. It shall not be unreasonable for Landlord to withhold its consent to any proposed assignment or subletting if; (i) the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (ii) if the proposed assignee or subtenant is justifiedsubject to investigation or enforcement order or proceeding by any governmental authority in connection with the use, disposal or storage of a Hazardous Material in violation of Hazardous Materials Laws. During such said fifteen (15) business day period, Tenant covenants and agrees to supply to Landlord, promptly upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee.

Landlord’s Election. If Tenant desires shall desire to assign its interest under the Lease or to sublet all or part of the Leased Premises (and has identified a “Proposed Transfer”)potential assignee or sublessee, Tenant must first shall notify Landlord, in writing, of such Proposed Transferits intent to so assign or sublet, at least fifteen thirty (1530) business days in advance of the date it intends to close so assign its interest in this Lease or sublet the Proposed TransferLeased Premises but not sooner than one hundred eighty (180) days in advance of such date, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) in detail the terms of the Proposed Transfersuch proposed assignment or subletting, including the name of the proposed assignee or sublessee, the proposed assignee’s or sublessee’s intended use of the Leased Premises, current the most recent financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably request. Landlord shall have a period of fifteen ten (1510) business days following receipt of such notice and the required information within which to consent or decline to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant’s compliance with the Proposed Transfer. If Landlord does not respond within such fifteen conditions set forth in Paragraph 7.4 below, or (15ii) business day period, Landlord shall be deemed refuse to have approved the Proposed Transfer. If Landlord declines to so consent to the Proposed Transfersuch requested assignment or subletting, Landlord shall notify Tenant in writing, specifying the reasons under this Lease provided that such refusal is justifiedconsent shall not be unreasonably refused, or (iii) in the case of an assignment only, terminate this Lease, such termination to be effective on the date specified in Tenant’s notice as the intended effective date of the assignment. During such fifteen ten (1510) business day period, Tenant covenants and agrees to supply to Landlord, promptly upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee. In the event of an election by Landlord under clause (iii) above, Landlord shall have the right to enter into a direct lease with the proposed assignee or sublessee without payment of any consideration to Tenant. In addition, if Landlord’s consent is required with respect to an assignment or subletting as provided in this Paragraph 7 and Landlord fails to respond to Tenant’s request for consent within thirty (30) days of Tenant’s request and submission of the documents thereto, Tenant may send a second written request, which request shall contain, in bold, capital letters, the following: “SECOND NOTICE DELIVERED PURSUANT TO PARAGRAPH 7.3 OF LEASE—FAILURE TO TIMELY RESPOND WITHIN FIVE (5) BUSINESS DAYS SHALL RESULT IN DEEMED APPROVAL OF ASSIGNMENT OR SUBLEASE.” If Landlord fails to respond to such second notice within five (5) business days of receipt, Tenant’s request for the applicable assignment and/or subletting shall be deemed approved.

Landlord’s Election. If Tenant desires or Tenant's successors shall desire to assign its interest under the this Lease or to sublet all or part of the Leased Premises (a “Proposed Transfer”)Premises, Tenant and Tenant's successors must first notify Landlord, in writing, of such Proposed Transferits intent to so assign or sublet, at least fifteen (15) business thirty days in advance of the date it intends to close so assign its interest in this Lease or sublet the Proposed TransferLeased Premises but not sooner than sixty days in advance of such date, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) in detail the terms of the Proposed Transfersuch proposed assignment or subletting, including the name of the proposed assignee or sublessee, the proposed assignee’s 's or sublessee’s Sublessee's intended use of the Leased Premises, a current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, sublessee and the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably requestsubletting. Landlord shall have a period of fifteen (15) business days following receipt of such notice and receipt of all information reasonably requested by Landlord regarding the required information proposed assignee or sublessee within which to consent do one of the following: (a) in the event of an assignment or decline sublease of more than fifty (50%) percent of an entire Building for substantially the remaining Lease Term, to terminate the Lease as to that part of the Leased Premises proposed to be so sublet, or assigned or (b) if Landlord shall not have elected to or does not have the option to cancel and terminate this Lease, to either (i) consent to such requested assignment or subletting subject to Tenant's and Tenant's successors' compliance with the Proposed Transfer. If Landlord does not respond within such fifteen conditions set forth in Article 7.4 below or (15ii) business day period, Landlord shall be deemed refuse to have approved the Proposed Transfer. If Landlord declines to so consent to the Proposed Transfersuch requested assignment or subletting, Landlord shall notify Tenant in writing, specifying the reasons under this Lease provided that such refusal consent shall not be unreasonably refused. It shall not be unreasonable for Landlord to withhold its consent to any proposed assignment or subletting if (i) the proposed assignee's or subtenant's anticipated use of the Premises involves the storage, use or disposal of a Hazardous Material: (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if the proposed assignee or subtenant is justifiedsubject to investigation or enforcement order or proceeding by any governmental authority in connection with the use, disposal or storage of a Hazardous Material. During such fifteen (15) business day period, Tenant covenants and agrees Tenant's successors covenant and agree to supply to Landlord, promptly upon request, with all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee. Landlord's review period shall not commence until Landlord has received all Information requested by Landlord.

Landlord’s Election. If Tenant desires or Tenant’s successors shall desire to assign its interest under the this Lease or to sublet all or part of the Leased Premises (a “Proposed Transfer”)Premises, Tenant and Tenant’s successors must first notify Landlord, in writing, of such Proposed Transferits intent to so assign or sublet, at least fifteen (15) business days in advance of the date it intends to close so assign its interest in this Lease or sublet the Proposed TransferLeased Premises but not sooner than sixty (60) days in advance of such date, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) in detail the terms of the Proposed Transfersuch proposed assignment or subletting, including the name of the proposed assignee or sublessee, the proposed assignee’s or sublessee’s intended use of the Leased Premises, a current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, sublessee and the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably requestsubletting. Landlord shall have a period of fifteen ten (1510) business days following receipt of such notice and receipt of all information requested by Landlord regarding the required information proposed assignee or sublessee within which to either (i) consent to such requested assignment or decline subletting subject to Tenant’s and Tenant’s successors’ compliance with the conditions set forth in Section 7.4 below or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably withheld, conditioned or delayed. Landlord’s failure to respond within thirty (30) calendar days of Tenant’s request shall be deemed a consent to the Proposed Transferassignment or subletting. If Without limiting the other reasons for which Landlord does not respond within such fifteen (15) business day period, Landlord shall be deemed to have approved the Proposed Transfer. If Landlord declines to may reasonably withhold its consent to any proposed assignment or subletting, it shall not be unreasonable for Landlord to withhold its consent to any proposed assignment or subletting if (i) the Proposed Transferproposed assignee’s or subtenant’s anticipated use of the Premises involves the storage, use or disposal of a Hazardous Material that materially differs from the storage, use or disposal of Hazardous Materials engaged in by Tenant and consented to by Landlord shall notify pursuant to the terms hereof; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if the proposed assignee or subtenant is subject to investigation or enforcement order or proceeding by any governmental authority in connection with the use, disposal or storage of a Hazardous Material. Tenant in writing, specifying the reasons under this Lease that such refusal is justified. During such fifteen (15) business day period, Tenant covenants and agrees Tenant’s successors covenant and agree to supply to Landlord, promptly upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee. Landlord’s review period shall not commence until Landlord has received all information requested by Landlord.

Landlord’s Election. If Tenant desires shall desire to assign its interest under the Lease or to sublet all or part of the Leased Premises (a “Proposed Transfer”)Premises, Tenant must first notify Landlord, in writing, of such Proposed Transferits intent to so assign or sublet, at least fifteen thirty (1530) business days in advance of the date it intends to close so assign its interest in this Lease or sublet the Proposed TransferLeased Premises but not sooner than one hundred eighty days in advance of such date, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) in detail the terms of the Proposed Transfersuch proposed assignment or subletting, including the name of the proposed assignee or sublessee, the proposed property assignee’s or sublessee’s intended use of the Leased Premises, current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably request. Landlord shall have a period of fifteen (15) business days following receipt of such notice and the required information within which to consent or decline to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant’s compliance with the Proposed Transfer. If Landlord does not respond within such fifteen conditions set forth in Paragraph 7.4 below, or (15ii) business day period, Landlord shall be deemed refuse to have approved the Proposed Transfer. If Landlord declines to so consent to the Proposed Transfersuch requested assignment or subletting, Landlord shall notify Tenant in writing, specifying the reasons under this Lease provided that such refusal is justifiedconsent shall not be unreasonably refused. During such fifteen ten (1510) business day period, Tenant covenants and agrees to supply to Landlord, promptly upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee. Tenant’s written request may also contain a request in ALL CAPITALS BOLD FACE TYPE for Landlord to respond within fifteen (15) days. If Tenant includes such a request, and Landlord fails to respond within such fifteen (15) day period, the proposed assignment or subletting shall be deemed approved.

Landlord’s Election. If Tenant desires shall desire to assign its interest under the Lease or to sublet all or part of the Leased Premises (a “Proposed Transfer”)Premises, Tenant must first notify Landlord, in writing, of such Proposed Transferits intent to so assign or sublet, at least fifteen thirty (1530) business days in advance of the date it intends to close so assign its interest in this Lease or sublet the Proposed TransferLeased Premises but not sooner than one hundred eighty days in advance of such date, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) in detail the terms of the Proposed Transfersuch proposed assignment or subletting, including the name of the proposed assignee or sublessee, the proposed property assignee’s 's or sublessee’s 's intended use of the Leased Premises, current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably request. Landlord shall have a period of fifteen ten (1510) business days following receipt of such notice and the required information within which to consent or decline to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant's compliance with the Proposed Transfer. If Landlord does not respond within such fifteen conditions set forth in Paragraph 7.4 below, or (15ii) business day period, Landlord shall be deemed refuse to have approved the Proposed Transfer. If Landlord declines to so consent to the Proposed Transfersuch requested assignment or subletting, Landlord provided that such consent shall notify Tenant in writingnot be unreasonably refused, specifying the reasons under or (iii) terminate this Lease as to the portion (including all) of the Leased Premises that such refusal is justifiedthe subject of the proposed assignment or subletting if Tenant proposes to assign or sublet fifty percent (50%) or more of the total space leased by Tenant from Landlord in the Project (pursuant to this Lease and all other leases between Landlord and Tenant). During such fifteen ten (1510) business day period, Tenant covenants and agrees to supply to Landlord, promptly upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee.

Landlord’s Election. If Tenant desires Tenant's request for consent to assign its interest under the Lease or to sublet all or part any Transfer for any portion of the Leased Premises shall be accompanied by a written statement setting forth the details of the proposed Transfer, including the name, business and financial condition of the prospective Transferee, financial details of the proposed Transfer applicable to this Lease (a “Proposed Transfer”e.g., the term and the rent and security deposit payable), Tenant must first notify Landlord, in writing, of such Proposed Transfer, at least fifteen (15) business days in advance of and any other related information that Landlord may reasonably require. Landlord shall have the date it intends to close the Proposed Transfer, specifying right: (a) to withhold consent to the size of the space to be so transferredTransfer, if reasonable, or (b) the duration of the term of such Proposed Transfer and to grant consent, (c) to consent on the condition that Landlord be paid, as Additional Rent hereunder, 50% of all subrent or other consideration to be paid to Tenant under the original Term, or 100% of all subrent or other consideration to be paid to Tenant under any renewal Term under the terms of the Proposed Transfer, including the name in excess of the total rent due hereunder (including, if such Transfer is an assignment or if such Transfer is to occur directly or indirectly in connection with the sale of any assets of Tenant, all of the amount of the consideration attributable to the Transfer of the Lease). Prior to calculation and payment to Landlord of any Additional Rent related to an approved Transfer, Tenant is entitled to recover the reasonable and verified third party costs incurred in securing the approved Transferee, including: brokers' fees and commissions, advertising costs and other reasonable and typical third party expenses directly related to obtaining this approved Transferee. Landlord may require any permitted subtenant to make rental payments directly to Landlord, in the amount of rent due hereunder. The grounds on which Landlord may reasonably withhold its consent to any requested Transfer include, without limitation, that: (i) the proposed assignee or sublesseeTransferee's contemplated use of the Premises following the proposed Transfer is not reasonably similar to the use of the Premises permitted hereunder, (ii) in Landlord's reasonable business judgment, the proposed assignee’s Transferee lacks sufficient net worth, working capital, anticipated cash flow and other indications of financial strength to meet all of its obligations under this Lease, (iii) the proposed Transfer would breach any covenant of Landlord respecting a radius restriction, location, use or sublessee’s intended use exclusivity in any other lease, financing agreement, or other agreement relating to the Project, and (iv) in Landlord's reasonable business judgment, the possibility of a release of Hazardous Materials is materially increased as a result of the Leased Premises, current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee Transfer or sublessee, the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably request. Landlord shall have a period of fifteen (15) business days following receipt of such notice and the required information to consent or decline to consent to the Proposed Transfer. If if Landlord does not respond within receive sufficient assurances that the proposed Transferee has the experience and financial ability to remedy a violation of Hazardous Materials and to fulfill its obligations under Articles 13 and 14. In connection with any such fifteen (15) business day period, Landlord shall be deemed to have approved the Proposed Transfer. If Landlord declines to consent to the Proposed Transfer, Landlord shall notify have the right to require Tenant, at Tenant's sole cost, to cause environmental testing meeting the requirements of an Exit Assessment described in Section 14.8 to be performed. Landlord need only respond to any request by Tenant in writing, specifying the reasons under this Lease that such refusal is justified. During such fifteen hereunder within a reasonable time of not more than ten (1510) business day period, Tenant covenants days after receipt of all information and agrees to supply to Landlord, promptly upon other submission required in connection with such request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee.

Landlord’s Election. If Tenant desires shall desire to assign its interest under the Lease or to sublet all or part of the Leased Premises (a “Proposed Transfer”)Premises, Tenant must (unless the transaction by the express terms of this Article 7 does not require Landlord's consent) first notify Landlord, in writing, of such Proposed Transferits intent to so assign or sublet, at least fifteen ten (1510) business days in advance of the date it intends to close so assign its interest in this Lease or sublet the Proposed TransferLeased Premises but not sooner than one hundred eighty days in advance of such date, specifying in detail (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (ci) the terms of the Proposed Transfersuch proposed assignment or subletting, including (ii) the name of the proposed assignee or sublessee, (iii) the proposed property assignee’s 's or sublessee’s 's intended use of the Leased Premises, (iv) current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, (v) the form of documents to be used in effectuating such assignment or subletting and (vi) such other information as Landlord may reasonably requestrequest within five (5) business days after delivery to Landlord of all of the foregoing. Landlord shall have a period of fifteen ten (1510) business days following receipt of such notice and the required information specified above within which to consent or decline to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant's compliance with the Proposed Transfer. If Landlord does not respond within such fifteen conditions set forth in Paragraph 7.4 below, or (15ii) business day period, Landlord shall be deemed refuse to have approved the Proposed Transfer. If Landlord declines to so consent to the Proposed Transfersuch requested assignment or subletting, Landlord shall notify Tenant in writing, specifying the reasons under this Lease provided that such refusal is justifiedconsent shall not be unreasonably refused. During such fifteen ten (1510) business day period, Tenant covenants and agrees to supply to Landlord, promptly upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee.

Landlord’s Election. If Tenant desires shall desire to assign its interest under the Lease or to sublet all or part of the Leased Premises (a “Proposed Transfer”)Premises, Tenant must first notify Landlord, in writing, of such Proposed Transferits intent to so assign or sublet, at least fifteen twenty (1520) business days in advance of the date it intends to close so assign its interest in this Lease or sublet the Proposed TransferLeased Premises but not sooner than one hundred eighty days in advance of such date, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) in detail the terms of the Proposed Transfersuch proposed assignment or subletting, including the name of the proposed assignee or sublessee, the proposed property assignee’s 's or sublessee’s 's intended use of the Leased Premises, current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably request. Landlord shall have a period of fifteen ten (1510) business days following receipt of such notice and the required information within which to do one of the following: (i) consent to such requested assignment or decline subletting subject to Tenant's compliance with the conditions set forth in Paragraph 7.4 below, or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused or delayed, or (iii) terminate this Lease as to the portion (including all) of the Leased Premises that is the subject of the proposed assignment or subletting. Notwithstanding anything to the contrary contained in this Section, if Landlord elects to exercise its right of recapture as set forth in this Section, Tenant shall have the right, within five (5) days after receipt of Landlord's election, to notify Landlord in writing that Tenant rescinds its request for Landlord's consent to the Proposed Transfer. If Landlord does not respond within such fifteen (15) business day periodassignment or sublet, Landlord shall be deemed to have approved the Proposed Transfer. If Landlord declines to consent to the Proposed Transfer, Landlord shall notify Tenant in writing, specifying the reasons under which case this Lease that such refusal is justifiedshall continue in full force and effect. During such fifteen ten (1510) business day period, Tenant covenants and agrees to supply to Landlord, promptly upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee.

Landlord’s Election. If Tenant desires Tenant’s request for consent to assign its interest under any Transfer shall be accompanied by a written statement setting forth the Lease or to sublet all or part details of the Leased Premises proposed Transfer, including the name, business and financial condition of the prospective Transferee, financial details of the proposed Transfer (a “Proposed Transfer”e.g., the term and the rent and security deposit payable), Tenant must first notify Landlord, in writing, of such Proposed Transfer, at least fifteen (15) business days in advance of and any other related information that Landlord may reasonably require. Landlord shall have the date it intends to close the Proposed Transfer, specifying right: (a) to withhold consent to the size of the space to be so transferredTransfer, if reasonable, (b) the duration of the term of such Proposed Transfer and to grant consent, (c) to terminate this Lease in connection with any Transfer for substantially the remainder of the Lease Term, but only as to the portion of the Premises affected by any proposed Transfer, in which event Landlord may enter into a lease directly with the proposed Transferee (which election to terminate shall not be construed to be a consent to the proposed Transfer), or (d) to consent on the condition that Landlord be paid fifty percent (50%) of all subrent or other consideration to be paid to Tenant under the terms of the Proposed Transfer, including the name Transfer in excess of the total rent due hereunder, as offset by any costs incurred in connection with such Transfer. Landlord may require any permitted subtenant to make rental payments directly to Landlord, in the amount of rent due under the sublease. The grounds on which Landlord may reasonably withhold its consent to any requested Transfer include, without limitation, that: (i) the proposed assignee or sublesseeTransferee’s contemplated use of the Premises following the proposed Transfer is not reasonably similar to the use of the Premises permitted hereunder, (ii) in Landlord’s reasonable business judgment, the proposed assignee’s Transferee lacks sufficient business reputation or sublessee’s intended use experience to operate a successful business of the Leased Premisestype and quality permitted under this Lease, current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared iii) in accordance with generally accepted accounting principles) of such proposed assignee or sublesseeLandlord’s reasonable business judgment, the form proposed Transferee lacks sufficient net worth, working capital, anticipated cash flow and other indications of documents financial strength to be used meet all of its obligations under this Lease, (iv) the proposed Transfer would breach any covenant of Landlord respecting a radius restriction, location, use or exclusivity in effectuating such assignment any other lease, financing agreement, or subletting and such other information as Landlord may reasonably request. Landlord shall have a period of fifteen (15) business days following receipt of such notice and the required information to consent or decline to consent agreement relating to the Proposed Transfer. If Building, and (iv) in Landlord’s reasonable business judgment, the possibility of a release of Hazardous Materials is materially increased as a result of the Transfer or if Landlord does not respond within receive sufficient assurances that the proposed Transferee has the experience and financial ability to remedy a violation of Hazardous Materials and to fulfill its obligations under Articles 13 and 14. In connection with any such fifteen (15) business day period, Landlord shall be deemed to have approved the Proposed Transfer. If Landlord declines to consent to the Proposed Transfer, Landlord shall notify have the right to require Tenant, at Tenant’s sole cost, to cause environmental testing meeting the requirements of an Exit Assessment described in Section 14.8 to be performed. Landlord need only respond to any request by Tenant in writing, specifying the reasons under this Lease that such refusal is justified. During such fifteen hereunder within a reasonable time of not less than ten (1510) business day period, Tenant covenants days after receipt of all information and agrees to supply to Landlord, promptly upon other submission required in connection with such request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee.

Landlord’s Election. If Tenant desires shall desire to assign its interest under the this Lease or to sublet all or part of the Leased Premises (a “Proposed Transfer”)Premises, Tenant must first notify Landlord, in writing, of such Proposed Transferits intent to so assign or sublet, at least fifteen thirty (1530) business days in advance of the date it intends to close so assign its interest in this Lease or sublet the Proposed TransferLeased Premises but not sooner than one hundred eighty days in advance of such date, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) in detail the terms of the Proposed Transfersuch proposed assignment or subletting, including the name of the proposed assignee or sublessee, the proposed assignee’s 's or sublessee’s sublessees's intended use of the Leased Premises, a current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, of sublessee and the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably requestsubletting. Landlord shall have a period of fifteen (15) business days following receipt of such notice within which to do one of the following: (a) cancel and terminate this Lease effective as of the required information intended subletting or assignment date set forth in Tenant's notice, or (b) if Landlord shall not have elected to consent or decline cancel and terminate this Lease, to either (i) consent to such requested assignment of subletting subject to Tenant's compliance with the Proposed Transfer. If Landlord does not respond within such fifteen conditions set forth in Paragraph 7.4 below or (15ii) business day period, Landlord shall be deemed refuse to have approved the Proposed Transfer. If Landlord declines to so consent to the Proposed Transfersuch requested assignment or subletting, Landlord shall notify Tenant in writing, specifying the reasons under this Lease provided that such refusal is justifiedconsent shall not be unreasonably refused. During such said fifteen (15) business day period, Tenant covenants and agrees to supply to Landlord, promptly upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee. Landlord's failure to respond to a request for an assignment or subletting within fifteen (15) days of receipt thereof shall be deemed a consent to such request.

Landlord’s Election. Upon each occurrence of an Event of Default and so long as such Event of Default shall be continuing, Landlord may at any time thereafter, at its election by written notice to Tenant: (i) terminate this Lease or Tenant’s right of possession, but Tenant shall remain liable as hereinafter provided; and/or (ii) pursue any remedies provided for under this Lease or at law or in equity. Upon the termination of this Lease or termination of Tenant’s right of possession, it shall be lawful for Landlord, without formal demand or notice of any kind, to reenter the Premises by summary dispossession proceedings or any other action or proceeding authorized by law and to remove Tenant and all persons and property therefrom. If Landlord reenters the Premises, Landlord shall have the right to keep in place and use, or remove and store all of the fixtures, equipment and other property of Tenant desires left at the Premises or elsewhere at the Site. If Landlord terminates this Lease or terminates Tenant’s right of possession, Landlord may recover from Tenant the sum of (i) all Base Rent, Additional Rent and all other amounts accrued hereunder to assign its interest the date of such termination, (ii) the costs set forth in Section 10.3 below, and (iii) an amount equal to (A) the Base Rent and Additional Rent which would have been payable by Tenant under this Lease had this Lease not been so terminated (or had Tenant’s right of possession not been terminated) for the period commencing after said termination and ending on the last day of the Lease Term with such amounts becoming due and payable by Tenant on such dates as Base Rent would otherwise become due and payable hereunder, less (B) the net rents received by Landlord from re-letting the Premises (or to sublet all or part any portion(s) thereof) for the period commencing after said termination and ending on the last day of the Leased Lease Term, such net rents to be determined by first deducting from the gross rents received by Landlord from such reletting the expenses incurred or paid by Landlord in connection with said termination and in reentering the Premises and in securing possession thereof, as well as the actual expenses of reletting (including, without limitation, altering and preparing the Premises for new tenants and any broker’s commission as determined pursuant to Section 10.3 below). Subject to the provisions of Section 10.4 below, any such re-letting may be for a “Proposed Transfer”)shorter or longer period than the remaining Lease Term, and in no event shall Tenant must first notify Landlord, in writing, be entitled to receive any excess of such Proposed Transfernet rents over the Base Rent payable by Tenant to Landlord under this Lease. Even though Tenant has breached this Lease and abandoned the Premises, at least fifteen (15) business days this Lease shall continue in advance of the date it intends effect for so long as Landlord does not terminate Tenant’s right to close the Proposed Transferpossession, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) the terms of the Proposed TransferLandlord may enforce all its rights and remedies under this Lease, including the name of the proposed assignee or sublessee, the proposed assignee’s or sublessee’s intended use of the Leased Premises, current financial statements (including a balance sheet, income statement right to recover Base Rent and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of Additional Rent as it becomes due. Any such proposed assignee or sublessee, the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably request. Landlord shall have a period of fifteen (15) business days following receipt of such notice and the required information to consent or decline to consent to the Proposed Transfer. If Landlord does not respond within such fifteen (15) business day period, payments due Landlord shall be deemed made on the dates that Base Rent or such Additional Rent would otherwise come due under this Lease, and Tenant agrees that Landlord may file suit to have approved the Proposed Transferrecover any sums falling due from time to time. If Landlord declines to consent to the Proposed TransferNotwithstanding any such re-letting without termination, Landlord shall notify Tenant may at any time thereafter elect in writing, specifying the reasons under writing to terminate this Lease that for such refusal is justified. During such fifteen (15) business day period, Tenant covenants and agrees to supply to Landlord, promptly upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublesseeprevious breach.

Landlord’s Election. If Tenant desires shall desire to assign its interest under the Lease or to sublet all or part of the Leased Premises (a “Proposed Transfer”)Premises, Tenant must first notify Landlord, in writing, of such Proposed Transferits intent to so assign or sublet, at least fifteen thirty (1530) business days in advance of the date it intends to close so assign its interest in this Lease or sublet all or any portion of the Proposed TransferLeased Premises but not sooner than one hundred eighty (80) days in advance of such date, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) in detail the terms of the Proposed Transfersuch proposed assignment or subletting, including the name of the proposed assignee or sublessee, the proposed property assignee’s 's or sublessee’s 's intended use of the Leased Premises, current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably request. Landlord shall have a period of fifteen thirty (1530) business days following receipt of such notice and the required information within which to consent or decline to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant's compliance with the Proposed Transfer. If Landlord does not respond within such fifteen conditions set forth in Paragraph 7.4 below, or (15ii) business day period, Landlord shall be deemed refuse to have approved the Proposed Transfer. If Landlord declines to so consent to the Proposed Transfersuch requested assignment or subletting, Landlord shall notify Tenant in writing, specifying the reasons under this Lease provided that such refusal consent shall not be unreasonably conditioned, delayed or refused; or (iii) terminate this Lease, at Landlord's sole option, as to only such portion of the Leased Premises as is justifiedthe subject of the proposed assignment or subletting as of the proposed effective date of such assignment or sublease. During such fifteen thirty (1530) business day period, Tenant covenants and agrees to supply to Landlord, promptly upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee.

Landlord’s Election. If Tenant desires shall desire to assign its interest under the Lease or to sublet all or part of the Leased Premises (a “Proposed Transfer”)Premises, Tenant must first notify Landlord, in writing, of such Proposed Transferits intent to so assign or sublet, at least fifteen thirty (1530) business days in advance of taking any action with respect thereto. Once Tenant (or Landlord or both pursuant to the joint marketing election described below) has identified a potential assignee or sublessee, Tenant shall notify Landlord, in writing, of its intent to so assign or sublet, at least thirty (30) days in advance of the date it intends to close so assign its interest in this Lease or sublet the Proposed TransferLeased Premises but not sooner than one hundred eighty days in advance of such date, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) in detail the terms of the Proposed Transfersuch proposed assignment or subletting, including the name of the proposed assignee or sublessee, the proposed assignee’s 's or sublessee’s 's intended use of the Leased Premises, current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably request. Landlord shall have a period of fifteen ten (1510) business days following receipt of such notice and the required information within which to consent or decline to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant's compliance with the Proposed Transferconditions set forth in Paragraph 7.4 below, or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused, or (iii) terminate this Lease as to the entire portion (approximately half) of the floor on the side of the Building elevator bank on which the subject portion of the Leased Premises is located, or, at Landlord's sole option, as to only such portion of the Leased Premises as is the subject of the proposed assignment or subletting. If Landlord does not respond within such fifteen (15) business day periodNotwithstanding the foregoing, Landlord shall be deemed not have the right to have approved elect option (iii) above with respect to subleases which both (A) are for terms (including extension options) of not more than three (3) years and (B) expire on or prior to five (5) years after the Proposed Transfer. If Landlord declines to consent to the Proposed Transfer, Landlord shall notify Tenant in writing, specifying the reasons under this Lease that such refusal is justifiedCommencement Date. During such fifteen ten (1510) business day period, Tenant covenants and agrees to supply to Landlord, promptly upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee.. In the event of an election by Landlord under clause (iii) above, Tenant shall have the right to withdraw such notice of intent to assign or sublet provided Tenant notifies Landlord in writing of such withdrawal within five (5) business days after receipt of Landlord's termination notice. In the event of an election by Landlord under clause (iii) above, and absent Tenant's timely

Landlord’s Election. If Tenant desires Txxxxx's request for consent to assign its interest under any Transfer shall be accompanied by a written statement setting forth the Lease or to sublet all or part details of the Leased Premises proposed Transfer, including the name, business and financial condition of the prospective Transferee, financial details of the proposed Transfer (a “Proposed Transfer”e.g., the term and the rent and security deposit payable), Tenant must first notify Landlord, in writing, of such Proposed Transfer, at least fifteen (15) business days in advance of and any other related information that Landlord may reasonably require. Landlord shall have the date it intends to close the Proposed Transfer, specifying right: (a) to withhold consent to the size of the space to be so transferredTransfer, if reasonable, (b) the duration of the term of such Proposed Transfer and to grant consent, (c) to terminate this Lease as to the portion of the Premises affected by any proposed Transfer, in which event Landlord may enter into a lease directly with the proposed Transferee (which election to terminate shall not be construed to be a consent to the proposed Transfer), or (d) to consent on the condition that Landlord be paid fifty percent (50%) of all subrent or other consideration to be paid to Tenant under the terms of the Proposed Transfer in excess of the total rent due hereunder (including, if such Transfer is an assignment or if such Transfer is to occur directly or indirectly in connection with the sale of any assets of Tenant, fifty percent (50%) of the amount of the consideration attributable to the Transfer, including as reasonably determined by Landlord). Landlord may require any permitted subtenant to make rental payments directly to Landlord, in the name amount of rent due hereunder. The grounds on which Landlord may reasonably withhold its consent to any requested Transfer include, without limitation, that: (i) the proposed Transferee's contemplated use of the Premises following the proposed assignee or sublesseeTransfer is not reasonably similar to the use of the Premises permitted hereunder, (ii) in Landlord's reasonable business judgment, the proposed assignee’s Transferee lacks sufficient business reputation or sublessee’s intended use experience to operate a successful business of the Leased Premisestype and quality permitted under this Lease, current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared iii) in accordance with generally accepted accounting principles) of such proposed assignee or sublesseeLandlord's reasonable business judgment, the form proposed Transferee lacks sufficient net worth, working capital, anticipated cash flow and other indications of documents financial strength to be used meet all of its obligations under this Lease, (iv) the proposed Transfer would breach any covenant of Landlord respecting a radius restriction, location, use or exclusivity in effectuating such assignment any other lease, financing agreement, or subletting and such other information as Landlord may reasonably request. Landlord shall have a period of fifteen (15) business days following receipt of such notice and the required information to consent or decline to consent agreement relating to the Proposed Transfer. If Center, and (v) in Landlord's reasonable business judgment, the possibility of a release of Hazardous Materials is materially increased as a result of the Transfer or if Landlord does not respond within receive sufficient assurances that the proposed Transferee has the experience and financial ability to remedy a violation of Hazardous Materials and to fulfill its obligations under Articles 13 and 14. In connection with any such fifteen (15) business day period, Landlord shall be deemed to have approved the Proposed Transfer. If Landlord declines to consent to the Proposed Transfer, Landlord shall notify have the right to require Tenant, at Tenant's sole cost, to cause environmental testing meeting the requirements of an Exit Assessment described in Section 14.8 to be performed. Landlord need only respond to any request by Tenant in writing, specifying the reasons under this Lease that such refusal is justified. During such fifteen hereunder within a reasonable time of not less than ten (1510) business day period, Tenant covenants days after receipt of all information and agrees to supply to Landlord, promptly upon other submission required in connection with such request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee.. 18.3

Landlord’s Election. If Tenant desires or Tenant's successors shall desire to assign its interest under the this Lease or to sublet all or part of the Leased Premises (a “Proposed Transfer”)Premises, Tenant and Tenant's successors must first notify Landlord, in writing, of such Proposed Transferits intent to so assign or sublet, at as least fifteen (15) business thirty days in advance of the date it intends to close so assign its interest in this Lease or sublet the Proposed TransferLeased Premises but not sooner than sixty days in advance of such date, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) in detail the terms of the Proposed Transfersuch proposed assignment or subletting, including the name of the proposed assignee or sublessee, the proposed assignee’s 's or sublessee’s Sublessee's intended use of the Leased Premises, a current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, sublessee and the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably requestsubletting. Landlord shall have a period of fifteen (15) business days following receipt of such notice and the required receipt of all information to consent or decline to consent to the Proposed Transfer. If requested by Landlord does not respond within such fifteen (15) business day period, Landlord shall be deemed to have approved the Proposed Transfer. If Landlord declines to consent to the Proposed Transfer, Landlord shall notify Tenant in writing, specifying the reasons under this Lease that such refusal is justified. During such fifteen (15) business day period, Tenant covenants and agrees to supply to Landlord, promptly upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or regarding the proposed assignee or sublessee.sublessee within which to do one of the following: (a) terminate this Lease or, in the case of a sublease of less than all of the Leased Premises, terminate this Lease as to that part of the Leased Premises proposed to be so sublet, either (i) on the condition that the proposed Transferee immediately enter into a direct lease of the Leased Premises with Landlord (or, in the case of a partial sublease, a lease for the portion proposed to be so sublet) on the same terms and conditions contained in Tenant's (or Tenant's successors')

Landlord’s Election. If Tenant desires or Tenant’s successors shall desire to assign its interest under the this Lease or to sublet all or part of the Leased Premises (a “Proposed Transfer”)Premises, Tenant and Tenant’s successors must first notify Landlord, in writing, of such Proposed Transferits intent to so assign or sublet, at least fifteen (15) twelve business days in advance of the date it intends to close so assign its interest in this Lease or sublet the Proposed TransferLeased Premises, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) in detail the terms of the Proposed Transfersuch proposed assignment or subletting, including the name of the proposed assignee or sublessee, the proposed assignee’s or sublessee’s intended use of the Leased Premises, a current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, sublessee and the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably requestsubletting. Landlord shall have a period of fifteen (15) ten business days following receipt of such notice to review the information provided by Tenant to request any additional information Landlord may reasonably request and ten business days following receipt of all information requested by Landlord regarding the proposed assignee or sublessee within which to do one of the following: (a) terminate this Lease or, in the case of a sublease of less than all of the Leased Premises, terminate this Lease as to that part of the Leased Premises proposed to be so sublet, either (i) on the condition that the proposed Transferee immediately enter into a direct lease of the Leased Premises with Landlord (or, in the case of a partial sublease, a lease for the portion proposed to be so sublet) on the same terms and conditions contained in Tenant’s (or Tenant’s successors’) notice, or (ii) so that Landlord is thereafter free to lease the Leased Premises (or, in the case of a partial sublease, the portion proposed to be so sublet) to whomever it pleases on whatever terms are acceptable to Landlord. In the event Landlord elects to so terminate this Lease, then (i) if such termination is conditioned upon the execution of a lease between Landlord and the required information proposed Transferee, Tenant’s and Tenant’s successors’ obligations under this Lease shall not be terminated until such Transferee executes a new lease with Landlord, enters into possession, and commences the payment of rent, and (ii) if Landlord elects simply to consent or decline to consent terminate this Lease (or, in the case of a partial sublease, terminate this Lease as to the Proposed Transfer. If Landlord does not respond within such portion to be so sublet), the Lease shall so terminate in its entirety (or as to the space to be so sublet) fifteen (15) business day perioddays after Landlord has notified Tenant and Tenant’s successors in writing of such election. In the case of a partial termination of the Lease, the Base Monthly Rent and Tenant’s or Tenant’s successors’ proportionate share shall be reduced to an amount which bears the same relationship to the original amount thereof as the area of that part of the Leased Premises which remains subject to the Lease bears to the original area of the Leased Premises. Landlord and Tenant or Tenant’s successors shall execute a cancellation agreement with respect to the Lease to effect such termination or partial termination, or (b) if Landlord shall be deemed not have elected to have approved the Proposed Transfer. If Landlord declines cancel and terminate this Lease, to either (i) consent to such requested assignment or subletting subject to Tenant’s and Tenant’s successors’ compliance with the Proposed Transferconditions set forth in Article 7.4 below or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not be unreasonably refused. It shall not be unreasonable for Landlord shall notify Tenant to withhold its consent to any proposed assignment or subletting if (i) the proposed assignee’s or subtenant’s anticipated use of the Premises involves the storage, use or disposal of a Hazardous Material; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; (iii) if the proposed assignee or subtenant is subject to investigation or enforcement order or proceeding by any governmental authority in writingconnection with the use, specifying disposal or storage of a Hazardous Material, (iv) the reasons proposed assignee or subtenant is a subsidiary of another entity and the parent entity does not guarantee the obligations under this Lease that such refusal is justifiedlease, or (v) all of the assets of Tenant shall not be held by the proposed assignee or subtenant following the transfer. During such fifteen (15) business day period, Tenant covenants and agrees Tenant’s successors covenant and agree to supply to Landlord, promptly upon request, with all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee. Landlord’s review period shall not commence until Landlord has received all information requested by Landlord.

Landlord’s Election. If Tenant desires Tenant’s request for consent to assign its interest under any Transfer shall be accompanied by a written statement setting forth the Lease or to sublet all or part details of the Leased Premises proposed Transfer, including the name, business and financial condition of the prospective Transferee, financial details of the proposed Transfer (a “Proposed Transfer”e.g., the term and the rent and security deposit payable), Tenant must first notify Landlord, in writing, of such Proposed Transfer, at least fifteen (15) business days in advance of and any other related information that Landlord may reasonably require. Landlord shall have the date it intends to close the Proposed Transfer, specifying right: (a) to withhold consent to the size of the space to be so transferredTransfer, if reasonable, (b) the duration of the term of such Proposed Transfer and to grant consent, (c) to terminate this Lease as to the portion of the Premises affected by any proposed Transfer, in which event Landlord may enter into a lease directly with the proposed Transferee (which election to terminate shall not be construed to be a consent to the proposed Transfer), or (d) to consent on the condition that Landlord be paid fifty percent (50%) of all subrent to be paid to Tenant under the terms of the Proposed Transfer, including the name sublease in excess of the total rent due hereunder less Tenant’s costs of subletting Landlord may require any permitted subtenant to make rental payments directly to Landlord, in the amount of rent due hereunder. The grounds on which Landlord may reasonably withhold its consent to any requested Transfer include, without limitation, that: (i) the proposed assignee or sublesseeTransferee’s contemplated use of the Premises following the proposed Transfer is not reasonably similar to the use of the Premises permitted hereunder, (ii) in Landlord’s reasonable business judgment, the proposed assignee’s Transferee lacks sufficient business reputation or sublessee’s intended use experience to operate a successful business of the Leased Premisestype and quality permitted under this Lease, current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared iii) in accordance with generally accepted accounting principles) of such proposed assignee or sublesseeLandlord’s reasonable business judgment, the form proposed Transferee lacks sufficient net worth, working capital, anticipated cash flow and other indications of documents financial strength to be used meet all of its obligations under this Lease, (iv) the proposed Transfer would breach any covenant of Landlord respecting a radius restriction, location, use or exclusivity in effectuating such assignment any other lease, financing agreement, or subletting and such other information as Landlord may reasonably request. Landlord shall have a period of fifteen (15) business days following receipt of such notice and the required information to consent or decline to consent agreement relating to the Proposed Transfer. If Center, and (v) in Landlord’s reasonable business judgment, the possibility of a release of Hazardous Materials is materially increased as a result of the Transfer or if Landlord does not respond within receive sufficient assurances that the proposed Transferee has the experience and financial ability to remedy a violation of Hazardous Materials and to fulfill its obligations under Articles 13 and 14. In connection with any such fifteen (15) business day period, Landlord shall be deemed to have approved the Proposed Transfer. If Landlord declines to consent to the Proposed Transfer, Landlord shall notify have the right to require Tenant, at Tenant’s sole cost, to cause environmental testing meeting the requirements of an Exit Assessment described in Section 14.8 to be performed. Landlord need only respond to any request by Tenant in writing, specifying the reasons under this Lease that such refusal is justified. During such fifteen hereunder within a reasonable time of not less than ten (1510) business day period, Tenant covenants days after receipt of all information and agrees to supply to Landlord, promptly upon other submission required in connection with such request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee.

Landlord’s Election. If Tenant desires Tenant's request for consent to assign its interest under any Transfer shall be accompanied by a written statement setting forth the Lease or to sublet all or part details of the Leased Premises proposed Transfer, including the name, business and financial condition of the prospective Transferee, financial details of the proposed Transfer (a “Proposed Transfer”e.g., the term and the rent and security deposit payable), Tenant must first notify Landlord, in writing, of such Proposed Transfer, at least fifteen (15) business days in advance of and any other related information that Landlord may reasonably require. Landlord shall have the date it intends to close the Proposed Transfer, specifying right: (a) to withhold consent to the size of the space to be so transferredTransfer, if reasonable, (b) the duration of the term of such Proposed Transfer and to grant consent, (c) to terminate this Lease as to the portion of the Premises affected by any proposed Transfer, in which event Landlord may enter into a lease directly with the proposed Transferee, or (d) to consent on the condition that Landlord be paid, as Additional Rent hereunder, 50% of all subrent or other consideration to be paid to Tenant under the terms of the Proposed Transfer, including the name Transfer in excess of the proposed assignee or sublessee, the proposed assignee’s or sublessee’s intended use of the Leased Premises, current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably requesttotal rent due hereunder. Landlord shall have a period of fifteen (15) business days following receipt of such notice and the required information to consent or decline to consent to the Proposed Transfer. If Landlord does not respond within such fifteen (15) business day period, Landlord shall be deemed to have approved the Proposed Transfer. If Landlord declines to consent to the Proposed Transfer, Landlord shall notify Tenant in writing, specifying the reasons under this Lease that such refusal is justified. During such fifteen (15) business day period, Tenant covenants and agrees to supply to Landlord, promptly upon request, all necessary or relevant information The grounds on which Landlord may reasonably request respecting such proposed assignment or subletting and/or withhold its consent to any requested Transfer include, without limitation, that: (i) the proposed assignee Transferee's contemplated use of the Premises following the proposed Transfer is not reasonably similar to the use of the Premises permitted hereunder, (ii) in Landlord's reasonable business judgment, the proposed Transferee lacks sufficient business reputation or sublesseeexperience to operate a successful business of the type and quality permitted under this Lease, (iii) in Landlord's reasonable business judgment, the proposed Transferee lacks sufficient net worth, working capital, anticipated cash flow and other indications of financial strength to meet all of its obligations under this Lease, (iv) the proposed Transfer would breach any covenant of Landlord respecting a radius restriction, location, use or exclusivity in any other lease, financing agreement, or other agreement relating to the Center, and (v) in Landlord's reasonable business judgment, the possibility of a release of Hazardous Materials is materially increased as a result of the Transfer or if Landlord does not receive sufficient assurances that the proposed Transferee has the experience and financial ability to remedy a violation of Hazardous Materials and to fulfill its obligations under Articles 13 and 14. Landlord need only respond to any request by Tenant hereunder within a reasonable time of not less that ten (10) business days after receipt of all information and other submission required in connection with such request.

Landlord’s Election. If Tenant desires Tenant’s request for consent to assign its interest under any Transfer shall be accompanied by a written statement setting forth the Lease or to sublet all or part details of the Leased Premises proposed Transfer, including the name, business and financial condition of the prospective Transferee, financial details of the proposed Transfer (a “Proposed Transfer”e.g., the term and the rent and security deposit payable), Tenant must first notify Landlord, in writing, of such Proposed Transfer, at least fifteen (15) business days in advance of and any other related information that Landlord may reasonably require. Landlord shall have the date it intends to close the Proposed Transfer, specifying right; (a) to withhold consent to the size of the space to be so transferredTransfer, if reasonable, (b) the duration of the term of such Proposed Transfer and to grant consent, (c) to terminate this Lease as to the portion of the Premises affected by any proposed Transfer, in which event Landlord may enter into a lease directly with the proposed Transferee, or (d) to consent on the condition that Landlord be paid, as Additional Rent hereunder, fifty percent (50%) of all subrent or other consideration to be paid to Tenant under the terms of the Proposed Transfer, including the name Transfer in excess of the total rent due hereunder (including, if such Transfer is an assignment or if such Transfer is to occur directly or indirectly in connection with the sale of any assets of Tenant, fifty percent (50%) of the amount of the consideration attributable to the Transfer of the Lease, as reasonably determined by Landlord). The grounds on which Landlord may reasonably withhold its consent to any requested Transfer include, without limitation, that: (i) the proposed assignee or sublesseeTransferee’s contemplated use of the Premises following the proposed Transfer is not reasonably similar to the use of the Premises permitted hereunder, (ii) in Landlord’s reasonable business judgment, the proposed assignee’s Transferee lacks sufficient business reputation or sublessee’s intended use experience to operate a successful business of the Leased Premisestype and quality permitted under this Lease, current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared iii) in accordance with generally accepted accounting principles) of such proposed assignee or sublesseeLandlord’s reasonable business judgment, the form proposed Transferee lacks sufficient net worth, working capital, anticipated cash flow and other indications of documents financial strength to be used meet all of its obligations under this Lease, (iv) the proposed Transfer would breach any covenant of Landlord respecting a radius restriction, location, use or exclusivity in effectuating such assignment any other lease, financing agreement, or subletting and such other information as Landlord may reasonably request. Landlord shall have a period of fifteen (15) business days following receipt of such notice and the required information to consent or decline to consent agreement relating to the Proposed Transfer. If Center, and (v) in Landlord’s reasonable business judgment, the possibility of a release of Hazardous Materials is materially increased as a result of the Transfer or if Landlord does not respond within receive sufficient assurances that the proposed Transferee has the experience and financial ability to remedy a violation of Hazardous Materials and to fulfill its obligations under Articles 13 and 14. In connection with any such fifteen (15) business day period, Landlord shall be deemed to have approved the Proposed Transfer. If Landlord declines to consent to the Proposed Transfer, Landlord shall notify have the right to require Tenant, at Tenant’s sole cost, to cause environmental testing meeting the requirements of an Exit Assessment described in Section 14.8 to be performed. Landlord need only respond to any request by Tenant in writing, specifying the reasons under this Lease that such refusal is justified. During such fifteen hereunder within a reasonable time of not less than ten (1510) business day period, Tenant covenants days after receipt of all information and agrees to supply to Landlord, promptly upon other submission required in connection with such request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee.

Landlord’s Election. If Tenant desires shall desire to assign its interest under the Lease or to sublet all or part of the Leased Premises (a “Proposed Transfer”)Premises, Tenant must first notify Landlord, in writing, of such Proposed Transferits intent to so assign or sublet, at least fifteen thirty (1530) business days in advance of taking any action with respect thereto. Once Tenant (or Landlord or both pursuant to the joint marketing election described below) has identified a potential assignee or sublessee, Tenant shall notify Landlord, in writing, of its intent to so assign or sublet, at least thirty (30) days in advance of the date it intends to close so assign its interest in this Lease or sublet the Proposed TransferLeased Premises but not sooner than one hundred eighty (180) days in advance of such date, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) in detail the terms of the Proposed Transfersuch proposed assignment or subletting, including the name of the proposed assignee or sublessee, the proposed assignee’s or sublessee’s intended use of the Leased Premises, current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably request. Except in the event of a sublease or assignment to an Assignee Affiliate, Landlord shall have a period of fifteen ten (1510) business days following receipt of such notice and the required information within which to consent or decline to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant’s compliance with the Proposed Transfer. If Landlord does conditions set forth in Paragraph 7.4 below, or (ii) refuse to so consent to such requested assignment or subletting, provided that such consent shall not respond within be unreasonably refused, or (iii) if the sublease is for more than 50% of the rentable square footage leased by Tenant (or if a sublease, when aggregated with any previously approved sublease(s), results in more than 50% of the rentable square footage leased by Tenant being subleased), and if the proposed sublease is for the remainder of the then current Lease Term, or in the case of an assignment of the entire Leased Premises, terminate this Lease as to the entirety of the Leased Premises, or, at Landlord’s sole option, as to only such fifteen portion of the Leased Premises as is the subject of the proposed assignment or subletting (15such termination to be effective either (A) on the date specified in Tenant’s notice as the intended effective date of the assignment or subletting, or (B) on such tenth (10th) business day periodafter receipt of Tenant’s notice, Landlord shall be deemed to have approved the Proposed Transfer. If Landlord declines to consent to the Proposed Transfer, Landlord shall notify Tenant in writing, specifying the reasons under this Lease that such refusal is justifiedat Landlord’s option). During such fifteen ten (1510) business day period, Tenant covenants and agrees to supply to Landlord, promptly upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee. In the event of an election by Landlord under clause (iii) above, Landlord shall have the right to enter into a direct lease with the proposed assignee or sublessee without payment of any consideration to Tenant. In addition, in the event Tenant desires to sublease all or a portion of the Leased Premises, Landlord shall have the right to elect to jointly market with Tenant the applicable portion (including all) of the Leased Premises for subleasing and/or direct leasing, such joint marketing election to be made, if at all, in writing and delivered to Tenant during the thirty (30) day period described in the first sentence of this Paragraph 7.3. Tenant’s written request for consent may also contain a request in ALL CAPITALS BOLD FACE TYPE for Landlord to respond within ten (10) business days. If Tenant includes such a request, and Landlord fails to respond within such ten (10) business day period, then provided that Tenant has otherwise supplied to Landlord all necessary or relevant information reasonably requested by Landlord respecting the proposed assignment or subletting, the proposed assignment or subletting shall be deemed approved.

Landlord’s Election. If Tenant desires shall desire to assign its interest under the Lease or to sublet all or part of the Leased Premises (a “Proposed Transfer”)Premises, Tenant must first notify Landlord, in writing, of such Proposed Transferits intent to so assign or sublet, at least fifteen thirty (1530) business days in advance of the date it intends to close so assign its interest in this Lease or sublet the Proposed TransferLeased Premises but not sooner than one hundred eighty days in advance of such date, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) in detail the terms of the Proposed Transfersuch proposed assignment or subletting, including the name of the proposed assignee or sublessee, the proposed property assignee’s or sublessee’s intended use of the Leased Premises, current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably request. Landlord shall have a period of fifteen ten (1510) business days following receipt of such notice and the required information within which to consent or decline to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant’s compliance with the Proposed Transfer. If Landlord does not respond within such fifteen conditions set forth in Paragraph 7.4 below, or (15ii) business day period, Landlord shall be deemed refuse to have approved the Proposed Transfer. If Landlord declines to so consent to the Proposed Transfersuch requested assignment or subletting, Landlord provided that such consent shall notify Tenant in writingnot be unreasonably refused, specifying the reasons under or (iii) terminate this Lease as to the portion (including all) of the Leased Premises that such refusal is justifiedthe subject of the proposed assignment or subletting if Tenant proposes to assign or sublet fifty percent (50%) or more of the total space leased by Tenant from Landlord in the Project (pursuant to this Lease and all other leases between Landlord and Tenant). During such fifteen ten (1510) business day period, Tenant covenants and agrees to supply to Landlord, promptly upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee.

Landlord’s Election. If Tenant desires to assign its interest under the Lease or to sublet all or part of the Leased Premises (a “Proposed Transfer”), Tenant must first notify Landlord, in writing, of such Proposed Transfer, at least At any time within fifteen (15) business days after Landlord's receipt of Tenant's notice of its proposed Assignment or Subletting and the information specified in advance of the date it intends Section 18.3, Landlord may, by written notice to close the Proposed TransferTenant, specifying elect to (ai) the size of the space consent to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) the terms of the Proposed Transfer, including the name of the proposed assignee Assignment or sublessee, Subletting by Tenant or (ii) reasonably withhold its consent to the proposed assignee’s Assignment or sublessee’s intended use of Subletting by Tenant (however, if the Leased Premises, current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably request. Landlord shall have a period of foregoing fifteen (15) business days following receipt of such notice and the required information to consent or decline to consent day period will expire prior to the Proposed Transfer. If Landlord does not respond within expiration of the thirty (30) day period following Tenant's delivery of the Intention to Transfer Notice pursuant to the following paragraph, then such fifteen (15) business day period shall be extended to be coterminous with such thirty (30) day period). If Landlord fails to notify Tenant in writing of such election, Landlord shall be deemed to have approved disapproved of such Assignment or Subletting. Notwithstanding anything to the Proposed Transfercontrary contained herein, if Tenant claims that Landlord has unreasonably withheld or delayed its consent under this Section 18 or otherwise has breached or acted unreasonably under this Section 18, Tenant's sole remedies shall be a declaratory judgment and an injunction for the relief sought without monetary damages, and Tenant hereby waives all other remedies, including, without limitation, any right at law or equity to terminate this Lease. Notwithstanding anything to the contrary contained in this Section 18.4, if Tenant contemplates a proposed Assignment of its entire interest in this Lease or the Subletting of the entire Premises, then Tenant shall give Landlord notice (the "Intention to Transfer Notice") of such contemplated transfer (whether or not the contemplated transferee or the terms of such contemplated transfer have been determined). The Intention to Transfer Notice shall specify the contemplated date of commencement of the contemplated transfer, which shall not be earlier than thirty (30) days following Landlords receipt of the Intention to Transfer Notice (the "Contemplated Effective Date"). Thereafter, Landlord shall have the option, by giving written notice to Tenant within thirty (30) days after Landlord's receipt of the Intention to Transfer Notice, to terminate this Lease and release Tenant and any guarantor hereunder from all obligations first occurring under this Lease as of the Contemplated Effective Date (except those obligations that expressly survive the expiration or earlier termination of this Lease). If Landlord declines declines, or fails to consent elect in a timely manner to the Proposed Transfer, Landlord shall notify Tenant in writing, specifying the reasons terminate this Lease under this Lease that Section 18.4 within such refusal is justified. During such fifteen thirty (1530) business day period, Tenant covenants and agrees then, provided Landlord has consented to supply to Landlord, promptly upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee transfer, Tenant shall be entitled to proceed with the proposed transfer and Landlord shall not have any right to recapture with respect to any transfer thereof consummated within a period of six (6) months (the "Six Month Period") commencing on the expiration of such thirty (30) day period; provided, however, that any such transfer shall be subject to other terms of this Section 18. If such a transfer is not so consummated within the Six Month Period (or sublesseeif a transfer is so consummated, then upon the expiration of the term of any transfer consummated within such Six Month Period), Tenant shall again be required to submit a new Intention to Transfer Notice to Landlord with respect to any proposed Assignment of its entire interest in this Lease or any Subletting of the entire Premises.

Landlord’s Election. If Tenant desires requests Landlord’s Consent to assign its interest under the Lease or to sublet all or part of the Leased Premises (a “Proposed Transfer”), Tenant must first notify Landlordshall submit to Landlord financial statements for the proposed Transferee, in writing, of such Proposed Transfer, at least fifteen (15) business days in advance of the date it intends to close the Proposed Transfer, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) the terms of the Proposed Transfer, including the name a complete copy of the proposed assignee or sublesseeassignment, the proposed assignee’s or sublessee’s intended use of the Leased Premises, current financial statements (including a balance sheet, income statement sublease and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably request. Landlord shall have a period of fifteen shall, within thirty (1530) business days following after Landlord’s receipt of such notice and the required information to and documentation, either: (1) consent or decline to consent refuse consent, in its sole and absolute discretion, to the Proposed TransferTransfer in writing; or (2) in the event of a proposed assignment of this Lease or a proposed sublease of the entire Premises that would not be a Permitted Transfer for the entire remaining term of this Lease, terminate this Lease effective the first to occur of ninety (90) days following written notice of such termination or the date that the proposed Transfer would have come into effect and upon such termination, Tenant shall be released from any further obligations under this Lease. If Landlord does not respond shall fail to notify Tenant in writing of its decision within such fifteen thirty (1530) business day perioddays after the later of the date Landlord is notified in writing of the proposed Transfer or the date Landlord has received all required information concerning the proposed transferee and the proposed Transfer and the proposed Transfer would not be a Permitted Transfer, Landlord shall be deemed to have approved the Proposed Transfer. If Landlord declines refused to consent to the Proposed Transfer, Landlord shall notify Tenant in writing, specifying the reasons under such Transfer and to have elected to keep this Lease that such refusal is justifiedin full force and effect. During such fifteen Tenant shall pay Landlord a review fee of Five Hundred and No/100ths Dollars (15$500.00) business day periodfor Landlord’s review of any Permitted Transfer or requested Transfer. In addition, Tenant covenants shall reimburse Landlord for its actual reasonable costs and agrees to supply to expenses (including, without limitation, reasonable attorney’s fees) incurred by Landlord in connection with Landlord, promptly upon request, all necessary ’s review of such requested Transfer or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublesseePermitted Transfer.

Landlord’s Election. If Tenant desires shall desire to assign its interest under the Lease or to sublet all or part of the Leased Premises (a “Proposed Transfer”)Premises, Tenant must first notify Landlord, in writing, of such Proposed Transferits intent to so assign or sublet, at least fifteen thirty (1530) business days in advance of the date it intends to close so assign its interest in this Lease or sublet the Proposed TransferLeased Premises but not sooner than one hundred eighty days in advance of such date, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) in detail the terms of the Proposed Transfersuch proposed assignment or subletting, including the name of the proposed assignee or sublessee, the proposed assignee’s or sublessee’s intended use of the Leased Premises, current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably request. Landlord shall have a period of fifteen ten (1510) business days following receipt of such notice and the required information within which to consent or decline to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant’s compliance with the Proposed Transfer. If Landlord does not respond within such fifteen conditions set forth in Paragraph 7.4 below, or (15ii) business day period, Landlord shall be deemed refuse to have approved the Proposed Transfer. If Landlord declines to so consent to the Proposed Transfersuch requested assignment or subletting, Landlord shall notify Tenant in writing, specifying the reasons under this Lease provided that such refusal is justifiedconsent shall not be unreasonably refused. During such fifteen ten (1510) business day period, Tenant covenants and agrees to supply to Landlord, promptly upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee.

Landlord’s Election. If If, prior to Landlord’s delivery to Tenant desires of a Termination Notice with respect to assign its interest under the Lease or to sublet all or part of the Leased Premises (a “Proposed Transfer”)particular potential Early Termination Space, Tenant must first notify Landlord, in writing, executes a bona fide arms-length sublease with a non-affiliate third party for such potential Early Termination Space and delivers to Landlord written notice of such Proposed Transfersublease and a copy thereof, at least fifteen then as long as there is no uncured Event of Default by Tenant, within ten (1510) business days in advance of the date it intends to close the Proposed Transfer, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) the terms of the Proposed Transfer, including the name of the proposed assignee or sublessee, the proposed assigneeafter Landlord’s or sublessee’s intended use of the Leased Premises, current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably request. Landlord shall have a period of fifteen (15) business days following receipt of such Tenant’s sublease notice and the required information to consent or decline to consent to the Proposed Transfer. If Landlord does not respond within such fifteen (15) business day period, Landlord shall be deemed to have approved the Proposed Transfer. If Landlord declines to consent to the Proposed Transfer, Landlord shall notify Tenant in writing, specifying writing of its election of one of the reasons under this Lease that such refusal is justified. During such fifteen following: (15a) business day period, Tenant covenants and agrees to supply to Landlord, promptly upon request, all necessary or relevant information which ’s disapproval of the proposed sublease if Landlord may reasonably request respecting disapproves such proposed assignment or subletting and/or sublease in Landlord’s commercially reasonable business judgment in accordance with Section 10.1 of the Lease; (b) Landlord’s approval of the proposed assignee sublease and waiver by Landlord of its Early Termination Right for the term of such sublease with respect to the sublease space under such sublease; (c) Landlord’s election to sublease from Tenant the sublease space set forth in the proposed sublease on the same terms as set forth in such proposed sublease and Landlord’s waiver of its Early Termination Right for the term of such sublease with respect to the sublease space under such sublease; or sublessee(d) Landlord’s election to exercise its Early Termination Right effective as of an Effective Termination Date that is the date preceding the commencement date of the term of the proposed sublease, with respect to either (i) all (but not less than all of) the sublease space under the proposed sublease, which, notwithstanding the provisions of Section 1 above, may be for space that constitutes a partial floor, or (ii) in the case of a proposed sublease that includes sublease space that constitutes a partial floor, the sublease space under the proposed sublease plus the entire remainder of the floor of the Premises upon which the partial floor sublease space is located.

Landlord’s Election. If Except as provided for in Paragraph 7.2 above and Paragraph 7.9 below, if Tenant desires shall desire to assign its interest under the Lease or to sublet all or part of the Leased Premises (a “Proposed Transfer”)Premises, Tenant must first notify Landlord, in writing, of such Proposed Transferits intent to so assign or sublet, at least fifteen twenty (1520) business days in advance of taking any action with respect thereto. Once Tenant has identified a potential assignee or sublessee, Tenant shall notify Landlord, in writing, of its intent to so assign or sublet, at least twenty (20) days in advance of the date it intends to close so assign its interest in this Lease or sublet the Proposed TransferLeased Premises but not sooner than one hundred eighty (180) days in advance of such date, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) in detail the terms of the Proposed Transfersuch proposed assignment or subletting, including the name of the proposed assignee or sublessee, the Building D proposed assignee’s or sublessee’s intended use of the Leased Premises, current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles; provided, however, that, if applicable with respect to a proposed sublessee, during any period that the proposed sublessee actually does not prepare its financial statements in accordance with generally accepted accounting principles, then financial statements prepared and reviewed by a reputable, third-party, independent certified public accountant shall suffice) of such proposed assignee or sublessee, the form signed letter of documents to be used in effectuating intent or term sheet containing the material terms of such assignment or subletting subletting, and such other information as Landlord may reasonably request. Landlord shall have a period of fifteen ten (1510) business days following receipt of such notice and the required information within which to consent or decline to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant’s compliance with the Proposed Transfer. If Landlord does not respond within such fifteen conditions set forth in Paragraph 7.4 below, or (15ii) business day period, Landlord shall be deemed refuse to have approved the Proposed Transfer. If Landlord declines to so consent to the Proposed Transfersuch requested assignment or subletting, Landlord provided that such consent shall notify Tenant in writingnot be unreasonably refused, specifying the reasons under or (iii) terminate this Lease that in the case of an assignment, or (in the case of a sublease for a term expiring less than six (6) months from the Lease Expiration Date and which would bring the total square footage subject to subleases to more than 50% of the Leased Premises’ square footage), terminate this Lease as to the proposed sublease premises, such refusal is justifiedtermination to be effective on the date specified in Tenant’s notice as the intended effective date of the assignment or subletting. During such fifteen ten (1510) business day period, Tenant covenants and agrees to supply to Landlord, promptly upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee. In the event of an election to terminate this Lease by Landlord under clause (iii) above, Landlord shall have the right to enter into a direct lease with the proposed assignee or sublessee without payment of any consideration to Tenant. If Landlord fails to respond by the end of such ten (10) business day period to Tenant’s request for consent to any proposed Transfer, Tenant may send a second (2nd) request to Landlord, which request must contain the following inscription, in 14 point font and bold faced lettering: “SECOND NOTICE DELIVERED PURSUANT TO PARAGRAPH 7.3 OF LEASE—FAILURE TO TIMELY RESPOND WITHIN FIVE (5) BUSINESS DAYS SHALL RESULT IN DEEMED APPROVAL OF ASSIGNMENT OR SUBLEASE.” If Tenant sends such a second request, and Landlord fails to respond within five (5) business days after its receipt of same, the proposed assignment or subletting shall be deemed approved. Notwithstanding anything herein to the contrary, if Landlord exercises Landlord’s right to terminate this Lease then Tenant may revoke Tenant’s request to transfer this Lease or a portion of the Leased Premises and thus end Landlord’s termination right by providing Landlord with written notice thereof within five (5) business days after receipt of Landlord’s termination notice.

Landlord’s Election. If Tenant desires shall desire to assign its interest under the this Lease or to sublet all or part of the Leased Premises (a “Proposed Transfer”)Premises, Tenant must first notify Landlord, in writing, of such Proposed Transferits intent to so assign or sublet, at least fifteen thirty (1530) business days in advance of the date it intends to close so assign its interest in this Lease or sublet the Proposed TransferLeased Premises but not sooner than one hundred eighty days in advance of such date, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) in detail the terms of the Proposed Transfersuch proposed assignment or subletting, including the name of the proposed assignee or sublesseesubleases, the proposed assignee’s 's or sublessee’s subleasee's, intended use of the Leased Premises, a current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, subleasee and the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably requestsubletting. Landlord shall have a period of fifteen seven (157) business days following receipt of such notice within which to do one of the following: (a) terminate this Lease or, in the case of a sublease of less than all of the Leased Premises, terminate this Lease as to that part of the Leased Premises proposed to be so sublet, either (i) on the condition that the proposed Transferee immediately enter into a direct lease of the Leased Premises with Landlord (or, in the case of a partial sublease, a lease for the portion proposed to be so sublet) on the same terms and conditions contained in Tenant's notice, or (ii) so that Landlord is thereafter free to lease the Leased Premises (or, in the case of a partial sublease, the portion proposed to be so sublet) to whomever it pleases on whatever terms are acceptable to Landlord. In the event Landlord elects to so terminate this Lease, then (i) if such termination is conditioned upon the execution of a lease between Landlord and the required information proposed Transferee, Tenant's obligations under this Lease shall not be terminated until such Transferee executes a new lease with Landlord, enters into possession, and commences the payment of rent, and (ii) if Landlord elects simply to consent or decline to consent terminate this Lease (or, in the case of a partial sublease, terminate this Lease as to the Proposed Transfer. If Landlord does not respond within such portion to be so sublet), the Lease shall so terminate in its entirety (or as to the space to be so sublet) fifteen (15) business day perioddays after Landlord has notified Tenant in writing of such election. In the case of a partial termination of the Lease, the Base Monthly Rent and Tenant's proportionate share shall be reduced to an amount which bears the same relationship to the original amount thereof as the area of that part of the Leased Premises which remains subject to the Lease bears to the original are of the Leased Premises. Landlord and Tenant shall execute a cancellation agreement with respect to the Lease to effect such termination or partial termination, or (b) if Landlord shall be deemed not have elected to have approved the Proposed Transfer. If Landlord declines cancel and terminate this Lease, to either (i) consent to such requested assignment or subletting subject to Tenant's compliance with the Proposed Transferconditions set forth in Article 7.4 below or (ii) refuse to so consent to such requested assignment or subletting, Landlord shall notify Tenant in writing, specifying the reasons under this Lease provided that such refusal consent shall not be unreasonably refused. It shall not be unreasonable for Landlord to withhold its consent to any proposed assignment or subletting if (i) the proposed assignee's or subtenant's anticipated use of the Premises involves the storage, use or disposal of a Hazardous Material; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if the proposed assignee or subtenant is justifiedsubject to investigation or en- forcement order or proceeding by any governmental authority in connection with the use, disposal or storage of a Hazardous Material. During such fifteen said seven (157) business day period, Tenant covenants and agrees to supply to Landlord, promptly upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublesseesubleasee.

Landlord’s Election. If Tenant desires Tenant’s request for consent to assign its interest under any Transfer shall be accompanied by a written statement setting forth the Lease or to sublet all or part details of the Leased Premises proposed Transfer, including the name, business and financial condition of the prospective Transferee, financial details of the proposed Transfer (a “Proposed Transfer”e.g., the term and the rent and security deposit payable), Tenant must first notify Landlord, in writing, of such Proposed Transfer, at least fifteen (15) business days in advance of and any other related information that Landlord may reasonably require. Landlord shall have the date it intends to close the Proposed Transfer, specifying right: (a) to withhold consent to the size of the space to be so transferredTransfer, if reasonable, (b) the duration of the term of such Proposed Transfer and to grant consent, (c) to terminate this Lease as to the portion of the Premises affected by any proposed Transfer, in which event Landlord may enter into a lease directly with the proposed Transferee, or (d) to consent on the condition that Landlord be paid, as Additional Rent hereunder, fifty percent (50%) of all subrent or other consideration to be paid to Tenant under the terms of the Proposed Transfer, including the name Transfer in excess of the total rent due hereunder (including, if such Transfer is an assignment or if such Transfer is to occur directly or indirectly in connection with the sale of any assets of Tenant, fifty percent (50%) of the amount of the consideration attributable to the Transfer of the Lease, as reasonably determined by Landlord). The grounds on which Landlord may reasonably withhold its consent to any requested Transfer include, without limitation, that: (i) the proposed assignee or sublesseeTransferee’s contemplated use of the Premises following the proposed Transfer is not reasonably similar to the use of the Premises permitted hereunder, (ii) in Landlord’s reasonable business judgment, the proposed assignee’s Transferee lacks sufficient business reputation or sublessee’s intended use experience to operate a successful business of the Leased Premisestype and quality permitted under this Lease, current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared iii) in accordance with generally accepted accounting principles) of such proposed assignee or sublesseeLandlord’s reasonable business judgment, the form proposed Transferee lacks sufficient net worth, working capital, anticipated cash flow and other indications of documents financial strength to be used meet all of its obligations under this Lease, (iv) the proposed Transfer would breach any covenant of Landlord respecting a radius restriction, location, use or exclusivity in effectuating such assignment any other lease, financing agreement, or subletting and such other information as Landlord may reasonably request. Landlord shall have a period of fifteen (15) business days following receipt of such notice and the required information to consent or decline to consent agreement relating to the Proposed Transfer. If Center, and (v) in Landlord’s reasonable business judgment, the possibility of a release of Hazardous Materials is materially increased as a result of the Transfer or if Landlord does not respond within receive sufficient assurances that the proposed Transferee has the experience and financial ability to remedy a violation of Hazardous Materials and to fulfill its obligations under Articles 13 and 14. In connection with any such fifteen (15) business day period, Landlord shall be deemed to have approved the Proposed Transfer. If Landlord declines to consent to the Proposed Transfer, Landlord shall notify have the right to require Tenant, at Tenant’s sole cost, to cause environmental testing meeting the requirements of an Exit Assessment described in Section 14.8 to be performed. Landlord need only respond to any request by Tenant in writing, specifying the reasons under this Lease that such refusal is justified. During such fifteen hereunder within a reasonable time of not less than ten (1510) business day period, Tenant covenants days after receipt of all information and agrees to supply to Landlord, promptly upon other submission required in connection with such request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee.

Landlord’s Election. If Tenant desires to assign its interest under the Lease or to sublet all or part Landlord shall, within thirty (30) days of the Leased Premises (a “Proposed Transfer”), Tenant must first notify Landlord, in writing, receipt of such Proposed Transfer, at least fifteen (15) business days in advance of the date it intends to close the Proposed Transfer, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer Notice and (c) the terms of the Proposed Transfer, including the name of all information reasonably requested by Landlord concerning the proposed assignee or sublessee, elect to take one of the following actions by Notice to Tenant: (a) consent to such proposed assignment or sublease; or (b) refuse to consent to such proposed assignment or sublease, which refusal shall be on reasonable grounds. Tenant agrees, by way of example and without limitation, that it shall not be unreasonable for Landlord to withhold its consent to a proposed assignment or subletting if any of the following situations exist or may exist: (i) Landlord determines that the proposed assignee’s or sublessee’s intended use of the Leased PremisesPremises conflicts with Article V or Article VI, current financial statements presents an unacceptable risk, as determined by Landlord, under Article VI, or conflicts with any other provision under this Lease; (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principlesii) of such Landlord determines that the proposed assignee or sublessee, sublessee is not financially responsible as of the form date of documents to be used in effectuating Tenant’s request for consent or as of the effective date of such assignment or subletting subletting; (iii) Landlord determines that the proposed assignee or sublessee lacks sufficient business reputation or experience to conduct on the Premises a business of a type and such other information as quality equal to that conducted by Tenant; (iv) Landlord may reasonably request. Landlord shall have a period of fifteen (15) business days following receipt of such notice and determines that the required information to consent or decline to consent to the Proposed Transfer. If Landlord does not respond within such fifteen (15) business day period, Landlord shall be deemed to have approved the Proposed Transfer. If Landlord declines to consent to the Proposed Transfer, Landlord shall notify Tenant in writing, specifying the reasons under this Lease that such refusal is justified. During such fifteen (15) business day period, Tenant covenants and agrees to supply to Landlord, promptly upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or would breach a covenant, condition or restriction in some other lease, financing agreement or other agreement relating to the Project, the Building, the Premises or this Lease; (v) Landlord determines that the proposed assignee or sublessee (A) has been required by any prior landlord, lender or governmental authority to take remedial action in connection with Hazardous Materials contaminating a property if such contamination resulted from the proposed assignee’s or sublessee’s actions or use of the property in question, or (B) is subject to any enforcement order issued by any governmental authority in connection with the use, disposal or storage of Hazardous Materials; (vi) An Event of Default has occurred and is continuing at the time of Tenant’s request for Landlord’s consent, or as of the effective date of such assignment or subletting; (vii) The proposed assignee or sublessee is either a governmental agency or instrumentality thereof; or (viii) The proposed assignee or sublessee or an affiliate thereof (a) occupies space in the Project at the time of the request for consent, (b) is negotiating with Landlord to lease space in the Project at such time, or (c) has negotiated with Landlord to lease space in the Project during the twelve (12) month period immediately preceding the request for consent.

Landlord’s Election. If Tenant desires shall desire to assign its interest under the Lease or to sublet all or part of the Leased Premises (a “Proposed Transfer”)Premises, Tenant must first notify Landlord, in writing, of such Proposed Transferits intent to so assign or sublet, at least fifteen thirty (1530) business days in advance of the date it intends to close so assign its interest in this Lease or sublet the Proposed TransferLeased Premises but not sooner than one hundred eighty days (180) in advance of such date, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) in detail the terms of the Proposed Transfersuch proposed assignment or subletting, including the name of the proposed assignee or sublessee, the proposed property assignee’s 's or sublessee’s 's intended use of the Leased Premises, current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably request. Landlord shall have a period of fifteen often (1510) business days following receipt of such notice and the required information within which to consent or decline to do one of the following: (i) consent to such requested assignment or subletting subject to Tenant's compliance with the Proposed Transfer. If Landlord does not respond within such fifteen conditions set forth in Paragraph 7.4 below, or (15ii) business day period, Landlord shall be deemed refuse to have approved the Proposed Transfer. If Landlord declines to so consent to the Proposed Transfer, Landlord shall notify Tenant in writing, such requested assignment or subletting (specifying the reasons under this Lease for such refusal), provided that such refusal is justifiedconsent shall not be unreasonably refused. During such fifteen ten (1510) business day period, Tenant covenants and agrees to supply to Landlord, promptly upon request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee. Tenant's written request may also contain a request in ALL CAPITALS BOLD FACE TYPE for Landlord to respond within ten (10) business days. If Tenant includes such a request, and Landlord fails to respond within such ten (10) business day period, the proposed assignment or subletting shall be deemed approved.

Landlord’s Election. If Tenant desires Tenant's request for consent to assign its interest under any Transfer shall be accompanied by a written statement setting forth the Lease or to sublet all or part details of the Leased Premises proposed Transfer, including the name, business and financial condition of the prospective Transferee, financial details of the proposed Transfer (a “Proposed Transfer”e.g., the term and the rent and security deposit payable), Tenant must first notify Landlord, in writing, of such Proposed Transfer, at least fifteen (15) business days in advance of and any other related information that Landlord may reasonably require. Landlord shall have the date it intends to close the Proposed Transfer, specifying right: (a) to withhold consent to the size of the space to be so transferredTransfer, if reasonable, (b) to grant consent, or (d) to consent on the duration condition that Landlord be paid, as Additional Rent hereunder, fifty percent (50%) of the term of such Proposed Transfer and (c) all subrent or other consideration to be paid to Tenant under the terms of the Proposed Transfer, including the name Transfer in excess of the total rent due hereunder (including, if such Transfer is an assignment or if such Transfer is to occur directly or indirectly in connection with the sale of any assets of Tenant, fifty percent (50%) of the amount of the consideration attributable to the transfer of the Lease, as reasonably determined by Landlord). The grounds on which Landlord may reasonably withhold its consent to any requested Transfer include, without limitation, that: (i) the proposed assignee or sublesseetransferee's contemplated use of the Premises following the proposed Transfer is not reasonably similar to the use of the Premises permitted hereunder, (ii) in Landlord's reasonable business judgment, the proposed assignee’s Transferee lacks sufficient business reputation or sublessee’s intended use experience to operate a successful business of the Leased Premisestype and quality permitted under this Lease, current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared iii) in accordance with generally accepted accounting principles) of such proposed assignee or sublesseeLandlord's reasonable business judgment, the form proposed Transferee lacks sufficient net worth, working capital, anticipated cash flow and other indications of documents financial strength to be used meet all of its obligations under this Lease, (iv) the proposed Transfer would breach any covenant of Landlord respecting a radius restriction, location, use or exclusivity in effectuating such assignment any other lease, financing agreement, or subletting and such other information as Landlord may reasonably request. Landlord shall have a period of fifteen (15) business days following receipt of such notice and the required information to consent or decline to consent agreement relating to the Proposed Transfer. If Center, and (v) in Landlord's reasonable business judgment, the possibility of a release of Hazardous Materials is materially increased as a result of the Transfer or if Landlord does not respond within receive sufficient assurances that the proposed Transferee has the experience and financial ability to remedy a violation of Hazardous Materials and to fulfill its obligations under Articles 13 and 14. In connection with any such fifteen (15) business day period, Landlord shall be deemed to have approved the Proposed Transfer. If Landlord declines to consent to the Proposed Transfer, Landlord shall notify have the right to require Tenant, at Tenant's sole cost, to cause environmental testing meeting the requirements of an Exit Assessment described in Section 14.8 to be performed. Landlord need only respond to any request by Tenant in writing, specifying the reasons under this Lease that such refusal is justified. During such fifteen hereunder within a reasonable time of not less than ten (1510) business day period, Tenant covenants days after receipt of all information and agrees to supply to Landlord, promptly upon other submission required in connection with such request, all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee.

Landlord’s Election. If Tenant desires or Tenant's successors shall desire to assign its interest under the this Lease or to sublet all or part of the Leased Premises (a “Proposed Transfer”)Premises, Tenant and Tenant's successors must first notify Landlord, in writing, of such Proposed Transferits intent to so assign or sublet, at least fifteen (15) business thirty days in advance of the date it intends to close so assign its interest in this Lease or sublet the Proposed TransferLeased Premises but not sooner than sixty days in advance of such date, specifying (a) the size of the space to be so transferred, (b) the duration of the term of such Proposed Transfer and (c) in detail the terms of the Proposed Transfersuch proposed assignment or subletting, including the name of the proposed assignee or sublessee, the proposed assignee’s 's or sublessee’s Sublessee's intended use of the Leased Premises, a current financial statements (including a balance sheet, income statement and statement of cash flow, all prepared in accordance with generally accepted accounting principles) of such proposed assignee or sublessee, sublessee and the form of documents to be used in effectuating such assignment or subletting and such other information as Landlord may reasonably requestsubletting. Landlord shall have a period of fifteen (15) business days following receipt of such notice and receipt of all information reasonably requested by Landlord regarding the required information proposed assignee or sublessee within which to consent do one of the following: (a) in the event of an assignment or decline sublease of more than fifty (50%) percent of an entire Building for substantially the remaining Lease Term, to terminate the Lease as to that part of the Leased Premises proposed to be so sublet, or assigned or (b) if Landlord shall not have elected to or does not have the option to cancel and terminate this Lease, to either (i) consent to such requested assignment or subletting subject to Tenant's and Tenant's successors' compliance with the Proposed Transfer. If Landlord does not respond within such fifteen conditions set forth in Article 7.4 below or (15ii) business day period, Landlord shall be deemed refuse to have approved the Proposed Transfer. If Landlord declines to so consent to the Proposed Transfersuch requested assignment or subletting, Landlord shall notify Tenant in writing, specifying the reasons under this Lease provided that such refusal consent shall not be unreasonably refused. It shall not be unreasonable for Landlord to withhold its consent to any proposed assignment or subletting if (i) the proposed assignee's or subtenant's anticipated use of the Premises involves the storage, use or disposal of a Hazardous Material; (ii) if the proposed assignee or subtenant has been required by any prior landlord, lender or governmental authority to clean up Hazardous Materials unlawfully discharged by the proposed assignee or subtenant; or (iii) if the proposed assignee or subtenant is justifiedsubject to investigation or enforcement order or proceeding by any governmental authority in connection with the use, disposal or storage of a Hazardous Material. During such fifteen (15) business day period, Tenant covenants and agrees Tenant's successors covenant and agree to supply to Landlord, promptly upon request, with all necessary or relevant information which Landlord may reasonably request respecting such proposed assignment or subletting and/or the proposed assignee or sublessee. Landlord's review period shall not commence until Landlord has received all information requested by Landlord.