Common use of Mitigation of Damages Clause in Contracts

Mitigation of Damages. If Landlord terminates this Lease or Tenant's right to possession of the Premises, Landlord shall have no obligation to mitigate Landlord's damages except to the extent required by applicable law. If Landlord has not terminated this Lease or Tenant's right to possession of the Premises, Landlord shall have no obligation to mitigate under any circumstances and may permit the Premises to remain vacant or abandoned. If Landlord is required to mitigate damages as provided herein: (i) Landlord shall be required only to use reasonable efforts to mitigate, which shall not exceed such efforts as Landlord generally uses to lease other space in the Building, (ii) Landlord will not be deemed to have failed to mitigate if Landlord or its affiliates lease any other portions of the Building or other projects owned by Landlord or its affiliates in the same geographic area, before reletting all or any portion of the Premises, and (iii) any failure to mitigate as described herein with respect to any period of time shall only reduce the Rent and other amounts to which Landlord is entitled hereunder by the reasonable rental value of the Premises during such period. In recognition that the value of the Building depends on the rental rates and terms of leases therein, Landlord's rejection of a prospective replacement tenant based on an offer of rentals below Landlord's published rates for new leases of comparable space at the Building at the time in question, or at Landlord's option, below the rates provided in this Lease, or containing terms less favorable than those contained herein, shall not give rise to a claim by Tenant that Landlord failed to mitigate Landlord's damages.

Mitigation of Damages. If Landlord terminates this Lease or Upon termination of Tenant's ’s right to possession of possess the Premises, Landlord shall have no obligation to mitigate Landlord's damages except shall, only to the extent required by applicable law. If Landlord has not terminated this Lease or Tenant's right to possession of the PremisesLaw, Landlord shall have no obligation to mitigate under any circumstances and may permit the Premises to remain vacant or abandoned. If Landlord is required use objectively reasonable efforts to mitigate damages as provided herein: (i) by reletting the Premises. Landlord shall be required only to use reasonable efforts to mitigate, which shall not exceed such efforts as Landlord generally uses to lease other space in the Building, (ii) Landlord will not be deemed to have failed to mitigate do so if Landlord refuses to lease the Premises to a prospective new tenant with respect to whom Landlord would be entitled to withhold its consent pursuant to Section 11.A, or who (1) is an Affiliate, parent or subsidiary of Tenant; (2) is not acceptable to any Mortgagee of Landlord; (3) requires improvements to the Premises to be made at Landlord’s expense; or (4) is unwilling to accept lease terms then proposed by Landlord, including: (a) leasing for a shorter or longer term than remains under this Lease; (b) re-configuring or combining the Premises with other space, (c) taking all or only a part of the Premises; and/or (d) changing the use of the Premises. Notwithstanding Landlord’s duty to mitigate its affiliates lease damages as provided herein, Landlord shall not be obligated (i) to give any other portions priority to reletting Tenant’s space in connection with its leasing of space in the Building or other projects owned by Landlord any complex of which the Building is a part, or its affiliates in (ii) to accept below market rental rates for the same geographic area, before reletting all Premises or any portion of rate that would negatively impact the Premises, and (iii) any failure market rates for the Building. To the extent that Landlord is required by applicable Law to mitigate as described herein with respect to any period of time shall only reduce the Rent damages, Tenant must plead and other amounts to which Landlord is entitled hereunder prove by the reasonable rental value of the Premises during such period. In recognition that the value of the Building depends on the rental rates clear and terms of leases therein, Landlord's rejection of a prospective replacement tenant based on an offer of rentals below Landlord's published rates for new leases of comparable space at the Building at the time in question, or at Landlord's option, below the rates provided in this Lease, or containing terms less favorable than those contained herein, shall not give rise to a claim by Tenant convincing evidence that Landlord failed to so mitigate Landlord's damagesin accordance with the provisions of this Section 19.D, and that such failure resulted in an avoidable and quantifiable detriment to Tenant.

Mitigation of Damages. If Landlord terminates this Lease or Tenant's ’s right to possession of the Premises, Landlord shall have no obligation to mitigate Landlord's ’s damages except to the extent required by applicable law. If Landlord has not terminated this Lease or Tenant's ’s right to possession of the Premises, Landlord shall have no obligation to mitigate under any circumstances and may permit the Premises to remain vacant or abandoned. If Landlord is required to mitigate damages as provided herein: (i) Landlord shall be required only to use reasonable efforts to mitigate, which shall not exceed such efforts as Landlord generally uses to lease other space in the Building, (ii) Landlord will not be deemed to have failed to mitigate if Landlord or its affiliates lease any other portions of the Building or other projects owned by Landlord or its affiliates in the same geographic area, before reletting all or any portion of the Premises, and (iii) any failure to mitigate as described herein with respect to any period of time shall only reduce the Rent and other amounts to which Landlord is entitled hereunder by the reasonable rental value of the Premises during such period. In recognition that the value of the Building depends on the rental rates and terms of leases therein, Landlord's ’s rejection of a prospective replacement tenant based on an offer of rentals below Landlord's ’s published rates for new leases of comparable space at the Building at the time in question, or at Landlord's ’s option, below the rates provided in this Lease, or containing terms less favorable than those contained herein, shall not give rise to a claim by Tenant that Landlord failed to mitigate Landlord's ’s damages.

Mitigation of Damages. If Landlord terminates this Lease or Tenant's ’s right to possession of the Premises, Landlord shall have no obligation to mitigate Landlord's ’s damages except to the extent required by applicable lawLaw. If Landlord has not terminated this Lease or Tenant's ’s right to possession of the Premises, Landlord shall have no obligation to mitigate under any circumstances and may permit the Premises to remain vacant or abandoned. If Landlord is required to mitigate damages as provided herein: (ia) Landlord shall be required only to use reasonable efforts to mitigate, which shall not exceed such efforts as Landlord generally uses to lease other space in the Building, (iib) Landlord will not be deemed to have failed to mitigate if Landlord or its affiliates lease any other portions of the Building or other projects owned by Landlord or its affiliates in the same geographic area, before reletting all or any portion of the Premises, ; and (iiic) any failure to mitigate as described herein with respect to any period of time shall only reduce the Rent and other amounts to which Landlord is entitled hereunder by the reasonable rental value of the Premises during such period. In recognition that the value of the Building depends on the rental rates and terms of leases therein, Landlord's ’s rejection of a prospective replacement tenant based on an offer of rentals below Landlord's ’s published rates for new leases of comparable space at the Building at the time in question, or (at Landlord's ’s option, ) below the rates provided in this Lease, or containing terms less favorable than those contained herein, shall not give rise to a claim by Tenant that Landlord failed to mitigate Landlord's ’s damages.

Mitigation of Damages. If Landlord terminates this Lease or Tenant's right to possession of the Premises, Landlord shall have no obligation to mitigate Landlord's damages except Except to the extent required by applicable law. If Landlord has not terminated this Lease or Tenant's right to possession of the Premises, Landlord shall have is under no obligation affirmative duty to maximize the rent collected from any replacement tenant or otherwise mitigate Landlord’s damages arising from an Event of Default by Tenant and Tenant, except to the extent prohibited by law, waives any legal or equitable right or defense that Landlord mitigate its damages after a default by Tenant. In the event that applicable law prohibits or restricts such waiver of Landlord’s duty to mitigate under any circumstances and may permit the Premises to remain vacant or abandoned. If Landlord is required to mitigate damages as provided herein: its damages, Tenant agrees that (i) Landlord shall be required only will have satisfied its obligation to use reasonable efforts mitigate damages if Landlord endeavors, in good faith, to mitigate, which shall not exceed such efforts as Landlord generally uses to re-lease other space in the BuildingPremises, (ii) Landlord will not be deemed required to have failed give preference to mitigate if Landlord the Premises over other vacant space in the Project or its affiliates lease any other portions of the Building property owned or other projects owned controlled by Landlord or its any affiliates in the same geographic areathereof, before reletting all or any portion of the Premises, and (iii) Landlord may reject any failure prospective tenant who, in Landlord’s reasonable discretion, is disreputable, whose business does not enhance the Project, who does not have sufficient business experience, or who lacks the financial ability to mitigate as described herein with respect perform the tenant’s obligations under Landlord’s then current offered lease terms, (iv) under no circumstances shall Landlord be required or obligated to relet or attempt to relet the Premises for any period of time shall only reduce beyond the Rent then applicable Termination Date, and other amounts (v) Landlord may reject any offer to which Landlord is entitled hereunder by the reasonable rental value of lease the Premises during such period. In recognition that at a rate which is less than the value of the Building depends on the rental rates and terms of leases therein, Landlord's rejection of a prospective replacement tenant based on an offer of rentals below Landlord's published rates rate being charged for new leases of comparable space at in the Building at the time in question, Project or at Landlord's option, below the rates provided in this Lease, or containing on terms that are less favorable than those contained herein, shall in this Lease or which (in Landlord’s reasonable discretion) is not give rise to a claim by Tenant that Landlord failed to mitigate Landlord's damagesin the best interests of the Project.

Mitigation of Damages. If Landlord terminates this Lease or Tenant's ’s right to possession of the Premisespossession, Landlord shall have no obligation use reasonable efforts to mitigate Landlord's damages except ’s damages, and Tenant may submit proof of such failure to mitigate as a defense to Landlord’s claims for Rent, subject to the extent required by applicable law. If Landlord has not terminated this Lease or Tenant's right to possession of the Premises, Landlord shall have no obligation to mitigate under any circumstances and may permit the Premises to remain vacant or abandoned. If Landlord is required to mitigate damages as provided hereinfollowing clarifications: (i) Landlord shall not be required only to use reasonable greater efforts to mitigate, which shall not exceed such efforts as or lower standards than Landlord generally uses to lease other space in at the BuildingProperty, (ii) Landlord will not be deemed to have failed to mitigate if Landlord or its affiliates lease any other portions of the Building Property or other projects owned by Landlord or its affiliates in the same geographic area, vicinity before reletting all or any portion of the Premises, and provided that Landlord shall not discriminate against the Premises in its re-letting efforts, (iii) any failure to mitigate as described herein with respect to during any period of time shall only reduce the Rent and other amounts to which Landlord is entitled hereunder by the reasonable rental value of the Premises during such period. In period taking into account the factors described in clause B(1) above, (iv) in recognition that the value of the Building Property depends on the rental rates and terms of leases therein, Landlord's ’s rejection of a prospective replacement tenant based on an offer of rentals below Landlord's published rates the then-current fair market rent for new leases of comparable space at the Building at the time in questionProperty, or at as reasonably determined by Landlord's option, below the rates provided in this Lease, or containing terms less favorable than those contained herein, shall not give rise constitute a failure to a claim by Tenant that mitigate, and (v) until Landlord failed terminates this Lease or Tenant’s right to possession, Landlord shall have no obligation to mitigate Landlord's damagesand may permit the Premises to remain vacant or abandoned; in such case, Tenant may seek to mitigate damages by attempting to sublease the Premises or assign this Lease pursuant to Article 13.

Mitigation of Damages. If Landlord terminates this Lease or Tenant's right to possession of the Premises, Landlord shall have no obligation agrees to mitigate Landlord's its damages except to the extent required by applicable law. If Landlord has not terminated this Lease or Tenant's right to possession of the Premises, Landlord shall have no obligation to mitigate under any circumstances and may permit the Premises to remain vacant or abandoned. If Landlord is required to mitigate damages as provided hereinfollowing extent: (ia) Landlord shall be required only to use reasonable efforts to mitigate, which shall not exceed such efforts as Landlord generally uses to lease other space in the Building, (iib) Landlord will not be deemed to have failed to mitigate if Landlord or its affiliates lease any other portions of the Building or other projects owned by Landlord or its affiliates in the same geographic area, before reletting all or any portion of the Premises, and (iiic) any failure to mitigate as described herein with respect to any period of time shall only reduce the Rent and other amounts to which Landlord is entitled hereunder by the reasonable rental value of the Premises during such period. In recognition that the value of the Building depends on the rental rates and terms of leases therein, Landlord's rejection of a prospective replacement tenant based on an offer of rentals below Landlord's published rates for new leases of comparable space at the Building at the time in question, or at Landlord's option, below the rates provided in this Lease, or containing terms less favorable than those contained herein, shall not give rise to a claim by Tenant that Landlord failed to mitigate Landlord's damages.

Mitigation of Damages. If Landlord terminates this Lease or Tenant's ’s right to possession of the Premisespossession, Landlord shall have no obligation use reasonable efforts to mitigate Landlord's damages except ’s damages, and Tenant may submit proof of such failure to mitigate as a defense to Landlord’s claims for Rent, subject to the extent required by applicable law. If Landlord has not terminated this Lease or Tenant's right to possession of the Premises, Landlord shall have no obligation to mitigate under any circumstances and may permit the Premises to remain vacant or abandoned. If Landlord is required to mitigate damages as provided hereinfollowing clarifications: (i) Landlord shall not be required only to use reasonable greater efforts to mitigate, which shall not exceed such efforts as or lower standards than Landlord generally uses to lease other space in at the BuildingProperty, (ii) Landlord will not be deemed to have failed to mitigate if Landlord or its affiliates lease any other portions of the Building Property or other projects owned by Landlord or its affiliates in the same geographic area, vicinity before reletting all or any portion of the Premises, and (iii) any failure to mitigate as described herein with respect to during any period of time shall only reduce the Rent and other amounts to which Landlord is entitled hereunder by the reasonable rental value of the Premises during such period. In period taking into account the factors described in clause B(1) above, (iv) in recognition that the value of the Building Property depends on the rental rates and terms of leases therein, Landlord's ’s rejection of a prospective replacement tenant based on an offer of rentals below Landlord's ’s published rates for new leases of comparable space at the Building Property at the time in question, or at Landlord's ’s option, below the rates provided in this Lease, or containing terms less favorable than those contained herein, shall not give rise constitute a failure to a claim by Tenant that mitigate, and (v) until Landlord failed terminates this Lease or Tenant’s right to possession, Landlord shall have no obligation to mitigate Landlord's damagesand may permit the Premises to remain vacant or abandoned; in such case, Tenant may seek to mitigate damages by attempting to sublease the Premises or assign this Lease pursuant to Article 13.

Mitigation of Damages. If Landlord terminates this Lease or Tenant's right to possession of the Premises, Landlord shall have no obligation to mitigate Landlord's damages except to the extent required by applicable law. If Landlord has not terminated this Lease or Tenant's right to possession of the Premises, Landlord shall have no obligation to mitigate under any circumstances and may permit the Premises to remain vacant or abandoned. If Landlord is required to mitigate damages as provided herein: (ia) Landlord shall be required only to use reasonable efforts to mitigate, which shall not exceed such efforts as Landlord generally uses to lease other space in the Building, (iib) Landlord will not be deemed to have failed to mitigate if Landlord or its affiliates lease any other portions of the Building or other projects owned by Landlord or its affiliates in the same geographic area, before reletting all the Premises or any portion of the Premises, and (iiic) any failure to mitigate as described herein with respect to any period of time shall only reduce the Rent and other amounts to which Landlord is entitled hereunder by the reasonable rental value of the Premises during such period. In recognition that the value of the Building depends is dependent on the rental rates and terms of leases therein, Landlord's rejection of a prospective replacement tenant based on an offer of rentals below Landlord's published rates for new leases of comparable space at the Building at the time in question, or at Landlord's option, below the rates provided in this Lease, or containing terms less favorable than those contained herein, shall not give rise to a claim by Tenant that Landlord failed to mitigate Landlord's damages.

Mitigation of Damages. If Landlord terminates this Lease or Tenant's ’s right to possession of the Premises, Landlord shall have no obligation undertake commercially reasonable efforts to mitigate Landlord's ’s damages except to the extent required by applicable law. If Landlord has not terminated this Lease or Tenant's ’s right to possession of the Premises, Landlord shall have no obligation to mitigate under any circumstances and may permit the Premises to remain vacant or abandoned. If Landlord is required to mitigate damages as provided herein: (i) Landlord shall be required only to use reasonable efforts to mitigate, which shall not exceed such efforts as Landlord generally uses to lease other space in the Building, (ii) Landlord will not be deemed to have failed to mitigate if Landlord or its affiliates lease any other portions of the Building or other projects owned by Landlord or its affiliates in the same geographic area, before reletting all or any portion of the Premises, and (iii) any failure to mitigate as described herein with respect to any period of time shall only reduce the Rent and other amounts to which Landlord is entitled hereunder by the reasonable rental value of the Premises during such period. In recognition that the value of the Building depends on the rental rates and terms of leases therein, Landlord's ’s rejection of a prospective replacement tenant based on an offer of rentals unreasonably below Landlord's ’s published rates for new leases of comparable space at the Building at the time in question, or at Landlord's ’s option, unreasonably below the rates provided in this Lease, or containing terms unreasonably less favorable than those contained herein, shall not give rise to a claim by Tenant that Landlord failed to mitigate Landlord's ’s damages.

Mitigation of Damages. If Subject to the terms of this Section 13.06, if a Default by Tenant under this Lease occurs and continues beyond any applicable notice and cure period under this Lease, and if Landlord terminates this Lease or Tenant's ’s right to possession of possess the Leased Premises, Landlord shall have no obligation use commercially reasonable efforts to mitigate Landlord's its damages except to the extent required by applicable law. If Landlord has not terminated under this Lease or Tenant's right to possession of the PremisesLease; provided, however, that (a) Landlord shall have no obligation obligations to mitigate under solicit or entertain negotiations with any circumstances other prospective tenants for the Leased Premises unless and may permit until Landlord obtains possession of the Leased Premises to remain vacant or abandoned. If Landlord is required to mitigate damages as provided herein: and Tenant has acknowledged no further possessory rights therein; (ib) Landlord shall not be required only obligated to lease or show the Leased Premises on a priority basis, it being the intent hereof that any such space shall be treated by Landlord as a part of Landlord’s general supply of unleased, previously built-out space in the Building, and Landlord shall be obligated merely to use reasonable efforts to mitigaterespond in the ordinary course of Landlord’s business to inquiries concerning the Leased Premises, which and shall not be required to exceed such efforts as Landlord generally uses to lease other space in the Building, ; (iic) Landlord will not be deemed to have failed to mitigate if Landlord or its affiliates lease any other portions of the Building or other projects properties owned by Landlord or its affiliates in the same geographic area, before reletting all or any portion of the Leased Premises, ; and (iiid) any failure to mitigate as described herein with respect to any period of time shall only reduce the Rent and other amounts to which Landlord is entitled hereunder by the reasonable rental value of the Leased Premises during such period. In recognition that the value of the Building depends on the rental rates and terms of leases therein, Landlord's ’s rejection of a prospective replacement tenant based on an offer of rentals rents below Landlord's ’s published rates for new leases of comparable space at the Building at the time in question, or at Landlord's ’s option, below the rates provided in this Lease, or containing terms less favorable than those contained herein, shall not give rise to a claim by Tenant that Landlord failed to mitigate Landlord's ’s damages. Furthermore, Landlord shall not be obligated to enter into a lease with a prospective replacement tenant which does not have, in Landlord’s reasonable opinion, sufficient financial resources to fulfill all of financial obligations in connection with the lease thereof as and when the same become due, or whose use would: (i) violate any restriction, covenant, or requirement contained in the lease of another tenant of the Park; (ii) adversely affect the reputation of the Building or the Park; or (iii) in Landlord’s reasonable judgment, be incompatible with the operation of the Building.

Mitigation of Damages. If Landlord terminates this Lease or Tenant's right to possession of Notwithstanding the Premisesforegoing, Landlord shall have no obligation to mitigate Landlord's damages except to the extent (but no further) Landlord is required by applicable law. If Landlord has not terminated this Lease or Tenant's right to possession of the Premises, Landlord shall have no obligation law to mitigate under any circumstances damages, or is required by law to use efforts to do so, and may permit such requirement cannot be lawfully and effectively waived (it being the intention of Landlord and Tenant that Tenant waive and Tenant hereby waives such requirements to the maximum extent permitted by applicable law), Tenant agrees that if Landlord markets the Premises in a manner substantially similar to remain vacant or abandoned. If the manner in which Landlord is required to mitigate damages as provided herein: (i) Landlord shall be required only to use reasonable efforts to mitigate, which shall not exceed such efforts as Landlord generally uses to lease markets other space in the Building, then Landlord shall be deemed to have used commercially reasonable efforts to mitigate damages. Tenant shall continue to be liable for all Rent (iiwhether accruing prior to, on or after the date of termination of this Lease or Tenant’s right of possession and/or pursuant to the holdover provisions of Section 22.2 below) and Damages, except to the extent that Tenant receives any credit against unpaid Rent under Section 20.2(b) or pleads and proves by clear and convincing evidence that Landlord will fails to exercise commercially reasonable efforts to mitigate damages to the extent required under this Section 20.3 and that Xxxxxxxx’s failure caused an avoidable and quantifiable increase in Landlord’s damages for unpaid Rent. Without limitation to the foregoing, Landlord shall not be deemed to have failed to mitigate if damages, or to have failed to use efforts required by law to do so, because: (i) Landlord leases other space in the Building which is vacant prior to re-letting the Premises; (ii) Landlord refuses to relet the Premises to any Related Entity of Tenant, or any principal of Tenant, or any Related Entity of such principal; (iii) Landlord refuses to relet the Premises to any person or entity whose creditworthiness is not acceptable to Landlord in the exercise of its affiliates lease reasonable discretion; (iv) Landlord refuses to relet the Premises to any person or entity because the use proposed to be made of the Premises by such prospective tenant is not general office use of a type and nature consistent with that of the other tenants in the portions of the Building leased or held for lease for general office purposes as of the date Tenant defaults under this Lease (by way of illustration, but not limitation, call center or other projects owned by high- density use, government offices, consular offices, doctor’s offices or medical or dental clinics or laboratories, or schools would not be uses consistent with that of other tenants in the Building), or such use would, in Landlord’s reasonable judgment, impose unreasonable or excessive demands upon the Building systems, equipment or facilities; (v) Landlord refuses to relet the Premises to any person or entity, or any affiliate of such person or entity, who has been engaged in litigation with Landlord or any of its affiliates in the same geographic area, before reletting all or any portion of the Premises, and (iii) any failure to mitigate as described herein with respect to any period of time shall only reduce the Rent and other amounts to which Landlord is entitled hereunder by the reasonable rental value of the Premises during such period. In recognition that the value of the Building depends on the rental rates and terms of leases therein, Landlord's rejection of a prospective replacement tenant based on an offer of rentals below Landlord's published rates for new leases of comparable space at the Building at the time in question, or at Landlord's option, below the rates provided in this Lease, or containing terms less favorable than those contained herein, shall not give rise to a claim by Tenant that Landlord failed to mitigate Landlord's damages.affiliates;

Mitigation of Damages. If required by applicable law, but subject to the limitations set forth below, if Tenant defaults and/or if Landlord terminates this Lease or Tenant's ’s right to possession of the Premisespossession, Landlord shall have no an obligation to mitigate Landlord's damages except to the extent required by applicable law’s damages. If Landlord has not terminated this Lease or Tenant's right to possession of the Premises, Landlord shall have no obligation to mitigate under any circumstances and may permit the Premises to remain vacant or abandoned. If Landlord is required to mitigate damages as provided herein: (i) Landlord shall be required only to use reasonable efforts to mitigate, which shall not exceed such efforts as Landlord generally uses to lease other space in the Building, (ii) . Landlord will not be deemed to have failed to mitigate if Landlord or its affiliates lease leases any other portions of the Building or other projects owned by Landlord or its affiliates in the same geographic area, before reletting all or any portion of the Leased Premises, and (iii) any failure . Landlord shall not be deemed to have failed to mitigate as described herein with respect to any period of time shall only reduce the Rent and other amounts to which Landlord is entitled hereunder by the if it incurs reasonable rental value of the Premises during such periodreletting costs. In recognition that the value of the Building depends on the rental rates and terms of leases therein, Landlord's ’s rejection of a prospective replacement tenant based on an offer of rentals below Landlord's ’s published rates for new leases of comparable space at the Building at the time in question, or at Landlord's ’s option, below the rates provided in this Lease, or containing terms less favorable than those contained herein, shall not give rise to a claim by Tenant that Landlord failed to mitigate Landlord's ’s damages. Notwithstanding anything herein to the contrary, in any action between the parties, Tenant shall bear the burden of proving Landlord’s failure to mitigate damages.

Mitigation of Damages. If Landlord terminates this Lease or Tenant's right to possession of the Premisespossession, Landlord shall have no obligation to mitigate Landlord's damages except to the extent required by applicable lawLaw. If Landlord has not terminated this Lease or Tenant's right to possession of the Premisespossession, Landlord shall have no obligation to mitigate under any circumstances and may permit the Premises to remain vacant or abandoned. If Landlord is required by applicable Law to mitigate damages as provided hereinunder this Lease: (ia) Landlord shall be required only to use reasonable efforts to mitigate, which shall not exceed such efforts as Landlord generally uses to lease other space in at the BuildingShopping Center, (iib) Landlord will not be deemed to have failed to mitigate if Landlord or its affiliates lease any leases any, other portions of the Building or other projects owned by Landlord or its affiliates in the same geographic area, Shopping Center before reletting all or any portion of the Premises, and (iiic) any failure to mitigate as described herein with respect to any period of time shall only reduce the Rent and other amounts to which Landlord is entitled hereunder by the reasonable rental value of the Premises during such period, taking into account among other things, the condition of the Premises, market conditions and the period of time the Premises may reasonably remain vacant before Landlord is able to re-lease the same to a suitable replacement tenant, and Cost of Reletting (as defined in subparagraph [B][1]) that Landlord may incur in order to enter into such replacement lease. In recognition that the value of the Building Shopping Center depends on the rental rates and terms of leases therein, Landlord's rejection of a prospective replacement tenant based on an offer of rentals below Landlord's published rates for new leases of comparable space at the Building Shopping Center at the time in question, or at Landlord's option, below the rates provided in this Lease, or containing terms less favorable than those contained herein, shall not give rise to a claim by Tenant that Landlord failed to mitigate Landlord's damages.

Mitigation of Damages. If Section 23.4.2 of the General Terms and Conditions to Lease is amended to delete the last sentence thereof in its entirety and the following provision is substituted: Both Landlord terminates and Tenant shall each use commercially reasonable efforts to mitigate any damages resulting from a default of the other party under this Lease. Landlord's obligation to mitigate damages after a default by Tenant under this Lease or shall be satisfied in full if Landlord undertakes to lease the Premises to another tenant (a "Substitute Tenant's right to possession of ") in accordance with the Premises, following criteria: (a) Landlord shall have no obligation to mitigate solicit or entertain negotiations with any other prospective tenants for the Premises until Landlord obtains full and complete possession of the Premises including, without limitation, the final and unappealable legal right to relet the Premises free of any claim of Tenant; (b) Landlord shall not be obligated to offer the Premises to a prospective tenant when other premises in the Center suitable for that prospective tenant's use are (or soon will be) available; (c) Landlord shall not be obligated to lease the Premises to a Substitute Tenant for a rental less than the current fair market rental then prevailing for similar space, nor shall Landlord be obligated to enter into a new lease under other terms and conditions that are unacceptable to Landlord under Landlord's then current leasing policies for comparable space in the Center; (d) Landlord shall not be required to expend any amount of money to alter, remodel, or otherwise make the Premises suitable for use by a proposed Substitute Tenant unless Tenant pays any such sum to Landlord in advance of Landlord's execution of a Substitute Lease with such tenant (which payment shall not be in lieu of any damages except or other sums to which Landlord may be entitled as a result of Tenant's default under this Lease), or Landlord, in Landlord's sole discretion, determines that any such expenditure is financially justified in connection with entering into any such Substitute Lease. Upon compliance with the above criteria regarding the releasing of the Premises after a default by Tenant, Landlord shall be deemed to have fully satisfied Landlord's obligation to mitigate damages under this Lease and under any law or judicial ruling in effect on the date of this Lease or at the time of Tenant's default, and Tenant waives and releases, to the fullest extent legally permissible, any right to assert in any action by Landlord to enforce the terms of this Lease, any defense, counterclaim, or rights of setoff or recoupment respecting the mitigation of damages by Landlord, unless and to the extent required by applicable lawLandlord maliciously or in bad faith fails to act in accordance with the requirements of this Section. If Landlord has not terminated this Lease or Tenant's right to possession seek damages from Landlord as a result of the Premises, a default by Landlord shall have no obligation to mitigate under any circumstances and may permit the Premises to remain vacant or abandoned. If Landlord is required to mitigate damages as provided herein: (i) Landlord this lease shall be required only conditioned on Tenant taking all actions reasonably required, under the circumstances, to use reasonable efforts minimize any loss or damage to mitigateTenant's property or business, which shall not exceed such efforts as Landlord generally uses or to lease other space in the Buildingany of Tenant's officers, (ii) Landlord will not be deemed to have failed to mitigate if Landlord or its affiliates lease any other portions of the Building employees, agents, invitees, or other projects owned third parties that may be caused by Landlord or its affiliates in the same geographic area, before reletting all or any portion such default of the Premises, and (iii) any failure to mitigate as described herein with respect to any period of time shall only reduce the Rent and other amounts to which Landlord is entitled hereunder by the reasonable rental value of the Premises during such period. In recognition that the value of the Building depends on the rental rates and terms of leases therein, Landlord's rejection of a prospective replacement tenant based on an offer of rentals below Landlord's published rates for new leases of comparable space at the Building at the time in question, or at Landlord's option, below the rates provided in this Lease, or containing terms less favorable than those contained herein, shall not give rise to a claim by Tenant that Landlord failed to mitigate Landlord's damages.

Mitigation of Damages. If Landlord terminates this Lease or Tenant's right to possession of the PremisesLease, Landlord shall have no obligation to mitigate Landlord's ’s damages except to the extent as may be required by applicable lawApplicable Laws. If Landlord has not terminated this Lease or Tenant's right to possession of the PremisesLease, Landlord shall have no obligation to mitigate under any circumstances except as may be required by Applicable Laws and may permit the Premises to remain vacant or abandoned. If in accordance with applicable law, Landlord is required to mitigate damages as provided hereindamages: (i) Landlord shall be required only to use commercially reasonable efforts to mitigate, which shall not exceed such efforts as Landlord generally uses to lease other space in the Building, Building One or Building Two (to the extent Landlord owns Building Two); (ii) Landlord will not be deemed to have failed to mitigate if Landlord or its affiliates lease any other portions of the Building One or other projects owned by Landlord or its affiliates in the same geographic area, before reletting all or any portion of the Premises, ; and (iii) any failure to mitigate as described herein with respect to any period of time shall only reduce the Rent and other amounts to which Landlord is entitled hereunder by the reasonable rental value of the Premises during such period. In recognition that the value of the Building Project depends on the rental rates and terms of leases therein, Landlord's ’s rejection of a prospective replacement tenant based on an offer of rentals below Landlord's published ’s prevailing rates for new leases of comparable space at the Building Project at the time in question, or at Landlord's ’s option, below the rates provided in this Lease, or containing terms less favorable than those contained herein, shall not give rise to a claim by Tenant that Landlord failed to mitigate Landlord's ’s damages.

Mitigation of Damages. If Landlord terminates this Lease or Tenant's right to possession of Notwithstanding the Premisesforegoing, Landlord shall have no obligation to mitigate Landlord's damages except to the extent Landlord is required by applicable law. If Landlord has not terminated this Lease or Tenant's right to possession of the Premises, Landlord shall have no obligation law to mitigate under any circumstances and may permit damages, or is required by law to use efforts to do so, Tenant agrees that if Landlord markets the Premises in a manner substantially similar to remain vacant or abandoned. If the manner in which Landlord is required to mitigate damages as provided herein: (i) Landlord shall be required only to use reasonable efforts to mitigate, which shall not exceed such efforts as Landlord generally uses to lease markets other space in the Building, then Landlord shall be deemed to have used commercially reasonable efforts to mitigate damages. Tenant shall continue to be liable for all Rent (iiwhether accruing prior to, on or after the date of termination of this Lease or Tenant’s right of possession and/or pursuant to the holdover provisions of Section 22.2 below) and Damages, except to the extent that Tenant pleads and proves by clear and convincing evidence that Landlord will fails to exercise commercially reasonable efforts to mitigate damages to the extent required under this Section 20.3 and that Landlord’s failure caused an avoidable and quantifiable increase in Landlord’s damages for unpaid Rent. Without limitation to the foregoing, Landlord shall not be deemed to have failed to mitigate if damages, or to have failed to use efforts required by law to do so, because: (i) Landlord leases other space in the Building which is vacant prior to re-letting the Premises; (ii) Landlord refuses to relet the Premises to any Related Entity of Tenant, or any principal of Tenant, or any Related Entity of such principal; (iii) Landlord refuses to relet the Premises to any person or entity whose creditworthiness is not acceptable to Landlord in the exercise of its affiliates lease reasonable discretion; (iv) Landlord refuses to relet the Premises to any person or entity because the use proposed to be made of the Premises by such prospective tenant is not general office use of a type and nature consistent with that of the other tenants in the portions of the Building leased or held for lease for general office purposes as of the date Tenant defaults under this Lease (by way of illustration, but not limitation, call center or other projects owned by high-density use, government offices, consular offices, doctor’s offices or medical or dental clinics or laboratories, or schools would not be uses consistent with that of other tenants in the Building), or such use would, in Landlord’s reasonable judgment, impose unreasonable or excessive demands upon the Building systems, equipment or facilities; (v) Landlord refuses to relet the Premises to any person or entity, or any affiliate of such person or entity, who has been engaged in litigation with Landlord or any of its affiliates affiliates; (vi) Landlord refuses to relet the Premises because the tenant or the terms and provisions of the proposed lease are not approved by the holders of any liens or security interests in the same geographic areaBuilding, before reletting all or would cause Landlord to be in default of, or to be unable to perform any portion of its covenants or obligations under, any agreements between Landlord and any third party; (vii) Landlord refuses to relet the Premises because the proposed tenant is unwilling to execute and deliver Landlord’s standard lease form with modifications reasonably acceptable to Landlord or such tenant requires improvements to the Premises to be paid at Landlord’s cost and expense; (viii) Landlord refuses to relet the Premises to a person or entity whose character or reputation, or the nature of such prospective tenant’s business, would not be acceptable to Landlord in its reasonable discretion; (ix) Landlord refuses to expend any material sums of money to market the Premises in excess of the Premisessums Landlord typically expends in connection with the marketing of other space in the Building. As used in this Section 20.3, and (iii) any failure to mitigate as described herein with respect to any period of time shall only reduce the Rent and other amounts to which Landlord an “affiliate” means a person or entity that controls, is entitled hereunder by the reasonable rental value of the Premises during such period. In recognition that the value of the Building depends on the rental rates and terms of leases therein, Landlord's rejection of a prospective replacement tenant based on an offer of rentals below Landlord's published rates for new leases of comparable space at the Building at the time in questioncontrolled by, or at Landlord's option, below the rates provided in this Lease, is under common control with another person or containing terms less favorable than those contained herein, shall not give rise to a claim by Tenant that Landlord failed to mitigate Landlord's damagesentity.

Mitigation of Damages. If Landlord terminates this Lease or Tenant's right to possession of the Premises, Landlord shall have no obligation to mitigate Landlord's damages except to the extent required by applicable law. If Landlord has not terminated this Lease or Tenant's right to possession of the Premises, Landlord shall have no obligation to mitigate under any circumstances and may permit the Premises to remain vacant or abandoned. If Landlord is required to mitigate damages as provided herein: (i) Landlord shall be required only to use reasonable efforts to mitigate, which shall not exceed such efforts as Landlord generally uses to lease other space in the Building, (ii) Landlord will not be deemed to have failed to mitigate if Landlord or its affiliates lease any other portions of the Building Building, Project or other projects owned by Landlord or its affiliates in the same geographic area, before reletting all or any portion of the Premises, and (iii) any failure to mitigate as described herein with respect to any period of time shall only reduce the Rent and other amounts to which Landlord is entitled hereunder by the reasonable rental value of the Premises during such period. In recognition that the value of the Building depends on the rental rates and terms of leases therein, Landlord's rejection of a prospective replacement tenant based on an offer of rentals below Landlord's published rates for new leases of comparable space at the Building at the time in question, or at Landlord's option, below the rates provided in this Lease, or containing terms less favorable than those contained herein, shall not give rise to a claim by Tenant that Landlord failed to mitigate Landlord's damages.the

Mitigation of Damages. If Notwithstanding the foregoing, to the extent (but no further) Landlord terminates is required by applicable law to mitigate damages, or is required by law to use efforts to do so, and such requirement cannot be lawfully and effectively waived (it being the intention of Landlord and Tenant that Tenant waive and Tenant hereby waives such requirements to the maximum extent permitted by applicable law), Tenant agrees that if Landlord markets the Premises in a manner substantially similar to the manner in which Landlord and its affiliates market other space in the Project, then Landlord shall be deemed to have used commercially reasonable efforts to mitigate damages. Tenant shall continue to be liable for all Rent (whether accruing prior to, on or after the date of termination of this Lease or Tenant's ’s right of possession and/or pursuant to possession the holdover provisions of the PremisesSection 22.2 below) and Damages, Landlord shall have no obligation to mitigate Landlord's damages except to the extent that Tenant pleads and proves by clear and convincing evidence that Landlord fails to exercise commercially reasonable efforts to mitigate damages to the extent required by applicable lawunder this Section 20.3 and that Landlord’s failure caused an avoidable and quantifiable increase in Landlord’s damages for unpaid Rent. If Landlord has not terminated this Lease or Tenant's right Without limitation to possession of the Premisesforegoing, Landlord shall have no obligation to mitigate under any circumstances and may permit the Premises to remain vacant or abandoned. If Landlord is required to mitigate damages as provided herein: (i) Landlord shall be required only to use reasonable efforts to mitigate, which shall not exceed such efforts as Landlord generally uses to lease other space in the Building, (ii) Landlord will not be deemed to have failed to mitigate if damages, or to have failed to use efforts required by law to do so, because: (i) Landlord leases other space in the Project which is vacant prior to re-letting the Premises; (ii) Landlord refuses to relet the Premises to any Related Entity of Tenant, or any principal of Tenant, or any Related Entity of such principal; (iii) Landlord refuses to relet the Premises to any person or entity whose creditworthiness is not acceptable to Landlord in the exercise of its affiliates lease reasonable discretion; (iv) Landlord refuses to relet the Premises to any person or entity because the use proposed to be made of the Premises by such prospective tenant is not general office use of a type and nature consistent with that of the other tenants in the portions of the Building Project leased or held for lease for general office purposes as of the date Tenant defaults under this Lease (by way of illustration, but not limitation, call center or other projects owned by high-density use, government offices, consular offices, doctor’s offices or medical or dental clinics or laboratories, or schools would not be uses consistent with that of other tenants in the Project), or such use would, in Landlord’s reasonable judgment, impose unreasonable or excessive demands upon the Building systems, equipment or facilities; (v) Landlord refuses to relet the Premises to any person or entity, or any affiliate of such person or entity, who has been engaged in litigation with Landlord or any of its affiliates affiliates; (vi) Landlord refuses to relet the Premises because the tenant or the terms and provisions of the proposed lease are not approved by the holders of any liens or security interests in the same geographic areaBuilding, before reletting all or would cause Landlord to be in default of, or to be unable to perform any portion of its covenants or obligations under, any agreements between Landlord and any third party; (vii) Landlord refuses to relet the Premises because the proposed tenant is unwilling to execute and deliver Landlord’s standard lease form or such tenant requires improvements to the Premises to be paid at Landlord’s cost and expense; (viii) Landlord refuses to relet the Premises to a person or entity whose character or reputation, or the nature of such prospective tenant’s business, would not be acceptable to Landlord in its reasonable discretion; and (ix) Landlord refuses to expend any material sums of money to market the Premises in excess of the Premisessums Landlord typically expends in connection with the marketing of other space in the Project. As used in this Section 20.3, and (iii) any failure to mitigate as described herein with respect to any period of time shall only reduce the Rent and other amounts to which Landlord an “affiliate” means a person or entity that controls, is entitled hereunder by the reasonable rental value of the Premises during such period. In recognition that the value of the Building depends on the rental rates and terms of leases therein, Landlord's rejection of a prospective replacement tenant based on an offer of rentals below Landlord's published rates for new leases of comparable space at the Building at the time in questioncontrolled by, or at Landlord's option, below the rates provided in this Lease, is under common control with another person or containing terms less favorable than those contained herein, shall not give rise to a claim by Tenant that Landlord failed to mitigate Landlord's damagesentity.

Mitigation of Damages. If Landlord terminates this Lease or Tenant's ’s right to possession of the Premises, Landlord shall have no obligation agrees to mitigate Landlord's its damages except to the extent required by applicable law. If Landlord has not terminated this Lease or Tenant's right to possession of the Premises, Landlord shall have no obligation to mitigate under any circumstances and may permit the Premises to remain vacant or abandoned. If Landlord is required to mitigate damages as provided hereinfollowing extent: (ia) Landlord shall be required only to use reasonable efforts to mitigate, which shall not exceed such efforts as Landlord generally uses to lease other space in the Building, (iib) Landlord will not be deemed to have failed to mitigate if Landlord or its affiliates lease any other portions of the Building or other projects owned by Landlord or its affiliates in the same geographic area, before reletting all or any portion of the Premises, and (iiic) any failure to mitigate as described herein with respect to any period of time shall only reduce the Rent and other amounts to which Landlord is entitled hereunder by the reasonable rental value of the Premises during such period. In recognition that the value of the Building depends on the rental rates and terms of leases therein, Landlord's ’s rejection of a prospective replacement tenant based on an offer of rentals below Landlord's ’s published rates for new leases of comparable space at the Building at the time in question, or at Landlord's ’s option, below the rates provided in this Lease, or containing terms less favorable than those contained herein, shall not give rise to a claim by Tenant that Landlord failed to mitigate Landlord's ’s damages.

Mitigation of Damages. If Landlord terminates this Lease or Tenant's right to possession of the PremisesLease, Landlord shall have no obligation to mitigate Landlord's ’s damages except to the extent required by applicable lawApplicable Laws. If Landlord has not terminated this Lease or Tenant's right to possession of the PremisesLease, Landlord shall have no obligation to mitigate under any circumstances and may permit the Premises Building to remain vacant or abandoned. If Landlord is required to mitigate damages as provided herein: (i) Landlord shall be required only to use reasonable efforts to mitigate, which shall not exceed such efforts as Landlord generally uses to lease other space in the Building, (ii) Landlord will not be deemed to have failed to mitigate if Landlord or its affiliates lease any other portions of the Building or other projects owned by Landlord or its affiliates in the same geographic area, before reletting all or any portion of the PremisesBuilding, and (iii) any failure to mitigate as described herein with respect to any period of time shall only reduce the Rent and other amounts to which Landlord Xxxxxxxx is entitled hereunder by the reasonable rental value of the Premises Building during such period. In recognition that the value of the Building depends on the rental rates and terms of leases therein, Landlord's ’s rejection of a prospective replacement tenant based on an offer of rentals below Landlord's ’s published rates for new leases of comparable space at the Building at the time in question, or at Landlord's ’s option, below the rates provided in this Lease, or containing terms less favorable than those contained herein, shall not give rise to a claim by Tenant that Landlord failed to mitigate Landlord's ’s damages.

Mitigation of Damages. If Landlord terminates Tenant’s right to possession, to the extent (but no further) Landlord is required by applicable Laws of the State of Texas to mitigate damages, or to use efforts to do so, and such requirement cannot be lawfully and effectively waived (it being the intention of Landlord and Tenant that Tenant waive and Tenant hereby waives such requirements to the maximum extent permitted by applicable law), Landlord shall use reasonable efforts to mitigate Landlord’s damages, and Tenant shall be entitled to submit proof of such failure to mitigate as a defense to Landlord’s claims for damages after any such termination of possession. With regard to the provisions of this Lease or Tenant's right the present or future Laws that require Landlord to possession of mitigate or seek to mitigate its damages or to use efforts to re-let the Premises, Landlord shall have no obligation and Tenant acknowledge that the state of the law in Texas at the time this Lease is made is uncertain and in order to end all doubt as to what Landlord must and may do to (a) mitigate its damages, (b) seek to mitigate Landlord's damages except its damages, or (c) re-let or seek to the extent required by applicable law. If Landlord has not terminated this Lease or Tenant's right to possession of the Premises, Landlord shall have no obligation to mitigate under any circumstances and may permit re-let the Premises (hereinafter collectively called “Mitigate”), the following are procedures setting forth Landlord’s duty to remain vacant or abandonedMitigate. If Landlord is required may elect to mitigate damages as provided herein: (i) Landlord shall be required only to use reasonable efforts to mitigate, which shall not exceed such efforts as Landlord generally uses to lease other space in the Building, (ii) Landlord will not be deemed to have failed to mitigate if Landlord or its affiliates lease any other portions of the Building or other projects owned by Landlord or its affiliates in the same geographic area, before reletting re-let all or any portion marketable part of the Premises, and (iii) any failure to mitigate as described herein with respect to any period reletting of time shall only reduce the Rent and other amounts to which Landlord is entitled hereunder by the reasonable rental value less than all of the Premises during such period. In recognition that the value shall not be deemed to constitute an acceptance and surrender of the Building depends portion of the Premises not so re-let. Landlord’s duty to Mitigate shall arise on the rental rates earlier of 60 days after (i) the date that Tenant vacates the Premises and terms fails to pay Rent beyond applicable notice and cure periods; and (ii) the date Tenant relinquishes any claim to possession of leases therein, the Premises by written notice to Landlord's rejection . If all of a prospective replacement tenant based on an offer of rentals below Landlord's published rates for new leases of comparable space at the Building at the time in question, or at Landlord's option, below the rates provided procedures set forth in this LeaseSection 18.3 are followed by Landlord, or containing terms less favorable than those contained herein, Landlord shall not give rise be presumptively deemed to a claim by Tenant that Landlord failed have discharged its duty to mitigate Landlord's damages.Mitigate:

Mitigation of Damages. If Landlord terminates this Lease or Tenant's right to possession of Notwithstanding the Premisesforegoing, Landlord shall have no obligation to mitigate Landlord's damages except to the extent (but no further) Landlord is required by applicable law. If Landlord has not terminated this Lease or Tenant's right to possession of the Premises, Landlord shall have no obligation law to mitigate under any circumstances damages, or is required by law to use efforts to do so, and may permit such requirement cannot be lawfully and effectively waived (it being the intention of Landlord and Tenant that Tenant waive and Tenant hereby waives such requirements to the maximum extent permitted by applicable law), Tenant agrees that if Landlord markets the Premises in a manner substantially similar to remain vacant or abandoned. If the manner in which Landlord is required to mitigate damages as provided herein: (i) Landlord shall be required only to use reasonable efforts to mitigate, which shall not exceed such efforts as Landlord generally uses to lease markets other space in the Building, then Landlord shall be deemed to have used commercially reasonable efforts to mitigate damages. Tenant shall continue to be liable for all Rent (iiwhether accruing prior to, on or after the date of termination of this Lease or Tenant’s right of possession and/or pursuant to the holdover provisions of Section 22.2 below) and Damages, except to the extent that Tenant receives any credit against unpaid Rent under Section 20.2(b) or pleads and proves by clear and convincing evidence that Landlord will fails to exercise commercially reasonable efforts to mitigate damages to the extent required under this Section 20.3 and that Landlord’s failure caused an avoidable and quantifiable increase in Landlord’s damages for unpaid Rent. Without limitation to the foregoing, Landlord shall not be deemed to have failed to mitigate if damages, or to have failed to use efforts required by law to do so, because: (i) Landlord leases other space in the Building which is vacant prior to re-letting the Premises; (ii) Landlord refuses to relet the Premises to any Related Entity of Tenant, or any principal of Tenant, or any Related Entity of such principal; (iii) Landlord refuses to relet the Premises to any person or entity whose creditworthiness is not acceptable to Landlord in the exercise of its affiliates lease reasonable discretion; (iv) Landlord refuses to relet the Premises to any person or entity because the use proposed to be made of the Premises by such prospective tenant is not general office use of a type and nature consistent with that of the other tenants in the portions of the Building leased or held for lease for general office purposes as of the date Tenant defaults under this Lease (by way of illustration, but not limitation, call center or other projects owned by high-density use, government offices, consular offices, doctor’s offices or medical or dental clinics or laboratories, or schools would not be uses consistent with that of other tenants in the Building), or such use would, in Landlord’s reasonable judgment, impose unreasonable or excessive demands upon the Building systems, equipment or facilities; (v) Landlord refuses to relet the Premises to any person or entity, or any affiliate of such person or entity, who has been engaged in litigation with Landlord or any of its affiliates affiliates; (vi) Landlord refuses to relet the Premises because the tenant or the terms and provisions of the proposed lease are not approved by the holders of any liens or security interests in the same geographic areaBuilding, before reletting all or would cause Landlord to be in default of, or to be unable to perform any portion of its covenants or obligations under, any agreements between Landlord and any third party; (vii) Landlord refuses to relet the Premises because the proposed tenant is unwilling to execute and deliver Landlord’s standard lease form or such tenant requires improvements to the Premises to be paid at Landlord’s cost and expense; (viii) Landlord refuses to relet the Premises to a person or entity whose character or reputation, or the nature of such prospective tenant’s business, would not be acceptable to Park Ten Plaza – RigNet, Inc. Table of Contents Landlord in its reasonable discretion; (ix) Landlord refuses to expend any material sums of money to market the Premises in excess of the Premisessums Landlord typically expends in connection with the marketing of other space in the Building. As used in this Section 20.3, and (iii) any failure to mitigate as described herein with respect to any period of time shall only reduce the Rent and other amounts to which Landlord an “affiliate” means a person or entity that controls, is entitled hereunder by the reasonable rental value of the Premises during such period. In recognition that the value of the Building depends on the rental rates and terms of leases therein, Landlord's rejection of a prospective replacement tenant based on an offer of rentals below Landlord's published rates for new leases of comparable space at the Building at the time in questioncontrolled by, or at Landlord's option, below the rates provided in this Lease, is under common control with another person or containing terms less favorable than those contained herein, shall not give rise to a claim by Tenant that Landlord failed to mitigate Landlord's damagesentity.

Mitigation of Damages. If Landlord terminates this Lease or Tenant's ’s right to possession of the Premises, Landlord shall have no obligation to mitigate Landlord's ’s damages except to the extent required by applicable law. If Landlord has not terminated this Lease or Tenant's ’s right to possession of the Premises, Landlord shall have no obligation to mitigate under any circumstances and may permit the Premises to remain vacant or abandoned. If Landlord is required to mitigate damages as provided herein: (ia) Landlord shall be required only to use reasonable efforts to mitigate, which shall not exceed such efforts as Landlord generally uses to lease other space in the Building, (iib) Landlord will not be deemed to have failed to mitigate if Landlord or its affiliates lease any other portions of the Building or other projects owned by Landlord or its affiliates in the same geographic area, before reletting all re-letting the Premises or any portion of the Premises, and (iiic) any failure to mitigate as described herein with respect to any period of time shall only reduce the Rent and other amounts to which Landlord is entitled hereunder by the reasonable rental value of the Premises during such period. In recognition that the value of the Building depends is dependent on the rental rates and terms of leases therein, Landlord's ’s rejection of a prospective replacement tenant based on an offer of rentals below Landlord's ’s published rates for new leases of comparable space at the Building at the time in question, or at Landlord's ’s option, below the rates provided in this Lease, or containing terms less favorable than those contained herein, shall not give rise to a claim by Tenant that Landlord failed to mitigate Landlord's ’s damages.

Mitigation of Damages. If Landlord terminates this Lease or Tenant's right to possession of the Premises, Landlord shall have no obligation exercise commercially reasonable efforts to mitigate Landlord's any damages except to the extent required incurred by applicable law. If Landlord has not terminated this Lease or Tenant's right to possession as a result of the Premisesan Event of Default, Landlord shall have no obligation to mitigate under any circumstances and may permit the Premises to remain vacant or abandoned. If Landlord is required to mitigate damages as provided herein: that (i) Landlord shall not be required only to use reasonable efforts to mitigate, which shall not exceed such efforts as Landlord generally uses obligated to lease other space in or sublease the BuildingPremises for less than its then fair market rental value, (ii) Landlord will shall not be deemed obligated to have failed relet to mitigate if an affiliate of Tenant or any party not acceptable to any mortgagee or ground landlord of Landlord or its affiliates not reasonably acceptable to Landlord, or to offer the Premises for lease any other portions unless and until Landlord shall have full possession of the Building or other projects owned by Premises and Tenant has acknowledged that this Lease has been terminated, and (iii) Landlord or its affiliates in the same geographic area, before reletting shall not be required to lease all or any portion of the Premises, and (iii) any failure to mitigate as described herein with respect Premises to any period prospective tenant whose EXHIBIT 10.57 creditworthiness is unacceptable to Landlord; and provided further that nothing contained in this Section 20.5 shall be deemed to increase any duty of time shall only reduce mitigation imposed on Landlord by law of the Rent State of New Jersey which would be applied as of the date of this Lease; and other amounts to which provided further that if the legal standard imposed on Landlord is entitled hereunder by the reasonable rental value law of the Premises during such period. In recognition that State of New Jersey is hereafter lower than the value of the Building depends on the rental rates and terms of leases thereinmitigation standard set forth above, Landlord's rejection of a prospective replacement tenant based on an offer of rentals below Landlord's published rates for new leases of comparable space at ’s obligations hereunder shall not be diminished. Notwithstanding anything to the Building at the time in question, or at Landlord's option, below the rates provided in this Lease, or containing terms less favorable than those contrary contained herein, Landlord’s failure to comply with this mitigation obligation shall not give rise to a claim by relieve Tenant that Landlord failed to mitigate Landlord's damagesof any liability under Sections 20.2(c) or 20.3 above.

Mitigation of Damages. If Landlord terminates this Lease or Tenant's right to possession of the Premisespossession, Landlord shall have no obligation to mitigate mxxxxxxe Landlord's damages except to the extent required by applicable law. If Landlord has not terminated this Lease or Tenant's right to possession of the Premises, Landlord shall have no obligation to mitigate under any circumstances and may permit the Premises to remain vacant or abandonedLaw. If Landlord is required to mitigate damages as provided herein: (ia) Landlord shall be required only to use reasonable efforts to mitigate, which shall not exceed such efforts as Landlord generally uses to lease other space in at the BuildingProject, (iib) Landlord will not be deemed to have failed to mitigate if Landlord or its affiliates lease any other portions of the Building Project or other projects owned by Landlord or its affiliates in the same geographic area, before reletting all or any portion of the Premises, and (iiic) any failure to mitigate as described herein with respect to any period of time shall only reduce the Rent and other amounts to which Landlord is entitled hereunder by the reasonable rental value of the Premises Xxxxxxxs during such period, taking into account the factors described Clause B(1), above. In recognition that the value of the Building Project depends on the rental rates and terms of leases therein, Landlord's rejection of a prospective replacement tenant based on an offer of rentals below Landlord's published rates for new leases of comparable space at the Building Project at the time in question, or at Landlord's option, below the rates provided in this Lease, or containing terms less favorable than those contained herein, shall not give rise to a claim by Tenant that Landlord failed to mitigate Landlord's damages.

Mitigation of Damages. If Landlord terminates this Lease or Tenant's right to possession of the Premisespossession, Landlord shall have no obligation to mitigate Landlord's damages damages. except to the extent required by applicable lawLaw. If If' Landlord has not terminated this Lease or Tenant's right to possession of the Premises, possession. Landlord shall have no obligation to mitigate under any circumstances and may permit the Premises to remain vacant or abandoned: in such case. Tenant may seek to mitigate damages by attempting to sublease the Premises or assign this Lease pursuant to Article 13. If Landlord is required to mitigate damages as provided hereindamages: (i) Landlord shall be required only to use reasonable efforts to mitigate, . which shall not exceed such efforts as Landlord generally uses to lease other space in at the BuildingOffice Parcel, (ii) Landlord will not be deemed to have failed to mitigate if Landlord or its affiliates lease any other portions of the Building Office Parcel or other projects owned by Landlord or its affiliates in the same geographic area, . before reletting all or any portion of the Premises, . and (iii) any failure to mitigate as described herein with respect to any period of time shall only reduce the Rent and other amounts to which Landlord is entitled hereunder by the reasonable rental value of the Premises during such period. taking into account the factors described in clause B(1) above. In recognition that the value of the Building Office Parcel depends on the rental rates and terms of leases therein, . Landlord's rejection of a prospective replacement tenant based on an offer of rentals below Landlord's published rates for new leases of comparable space at the Building Office Parcel at the time in question, or at Landlord's option, below the rates provided in this Lease, or containing terms less favorable than those contained herein, . shall not give rise to a claim by Tenant that Landlord failed to mitigate Landlord's damages.

Mitigation of Damages. If Landlord terminates this Lease or Tenant's ’s right to possession of the Premisespossession, Landlord shall have no obligation Landlord’s duty to mitigate Landlord's its damages except under this Lease shall be limited to the extent required by applicable law. If Landlord has not terminated this Lease or Tenant's right to possession of the Premises, Landlord shall have no obligation to mitigate under any circumstances and may permit the Premises to remain vacant or abandoned. If Landlord is required to mitigate damages as provided hereinfollowing: (i1) Landlord shall be required only to use commercially reasonable efforts to mitigate, which shall not exceed such efforts as Landlord or its affiliates generally uses to lease other space in within the Buildingmarket area where the Building is located (“Landlord’’s Other Space”), (ii2) Landlord will not be deemed to have failed to mitigate if Landlord or its affiliates lease leases any other portions of the Building or other projects owned by Landlord or its affiliates in the same geographic area, Landlord’s Other Space before reletting all or any portion of the Leased Premises, and (iii3) any failure Landlord shall not be deemed to have failed to mitigate as described herein with respect if it reasonably incurs costs and expenses for repairs, maintenance, changes, alterations, and improvements to the Leased Premises (whether to prevent damage or to prepare the Leased Premises for reletting), brokerage commissions, advertising costs, reasonable attorneys’ fees, any period economic incentives given to replacement tenants, and costs of time shall only reduce the Rent and other amounts to which Landlord is entitled hereunder by the reasonable rental value of the Premises during such periodcollecting rent from replacement tenants. In recognition that the value of the Building depends on the rental rates and terms of leases therein, Landlord's ’s rejection of a prospective replacement tenant based on an offer of rentals substantially below Landlord's ’s published rates for new leases of comparable space at the Building at the time in questionLandlord’s Other Space, or at Landlord's ’s option, below the rates provided in this Lease, or containing terms less favorable than those contained herein, shall not give rise to a claim by Tenant that Landlord failed to mitigate Landlord's ’s damages. Tenant shall bear the burden of proving Landlord’s failure to mitigate.

Mitigation of Damages. Landlord shall have the remedies provided under California Civil Code, Section 1951.4, as the same may be modified or replaced hereafter (Landlord may continue the Lease in effect after Tenant's breach and abandonment and recover Rent as it becomes due, if Tenant has right to sublet or assign subject only to reasonable limitations). If Landlord terminates this Lease or Tenant's right to possession of the PremisesLease, Landlord shall have no obligation to mitigate Landlord's damages except to the extent required by applicable law. If Landlord has not terminated this Lease or Tenant's right to possession of the Premises, Landlord shall have no obligation to mitigate under any circumstances and may permit the Premises to remain vacant or abandoned. If Landlord is required to mitigate damages as provided hereinby applicable Law: (i) Landlord shall be required only only, to use reasonable efforts to mitigate, which shall not exceed such efforts as Landlord generally uses to lease other space in the BuildingPremises, (ii) Landlord will not be deemed to have failed to mitigate if Landlord or its affiliates lease any other portions of the Building Premises or other projects owned by Landlord or its affiliates in the same geographic area, before reletting all or any portion of the Premises, and (iii) any failure to mitigate as described herein with respect to any period of time shall only reduce the Rent and other amounts to which Landlord is entitled hereunder by the reasonable rental value of the Premises during such period, taking into account the factors described in clause B(l) above. In recognition that the value of the Building Premises depends on the rental rates and terms of leases therein, Landlord's rejection of a prospective replacement tenant based on an offer of rentals below Landlord's published rates for new leases of comparable space at the Building Premises at the time in question, or at Landlord's option, below the rates provided in this Lease, or containing terms less favorable than those contained herein, shall not give rise to a claim by Tenant that Landlord failed to mitigate Landlord's damages.

Mitigation of Damages. If Landlord terminates this Lease or Tenant's ’s right to possession of the Premisespossession, Landlord shall have no obligation to mitigate Landlord's damages ’s damages, except to the extent required by applicable lawLaw. If Landlord has not terminated this Lease or Tenant's ’s right to possession of the Premisespossession, Landlord shall have no obligation to mitigate under any circumstances and may permit the Premises to remain vacant or abandoned; in such case, Tenant may seek to mitigate damages by attempting to sublease the Premises or assign this Lease pursuant to Article 13. If Landlord is required to mitigate damages as provided hereindamages: (i) Landlord shall be required only to use reasonable efforts to mitigate, which shall not exceed such efforts as Landlord generally uses to lease other space in at the BuildingProperty, (ii) Landlord will not be deemed to have failed to mitigate if Landlord or its affiliates lease any other portions of the Building Property or other projects owned by Landlord or its affiliates in the same geographic area, before reletting all or any portion of the Premises, and (iii) any failure to mitigate as described herein with respect to any period of time shall only reduce the Rent and other amounts to which Landlord is entitled hereunder by the reasonable rental value of the Premises during such period, taking into account the factors described in clause B(1) above. In recognition that the value of the Building Property depends on the rental rates and terms of leases therein, Landlord's ’s rejection of a prospective replacement tenant based on an offer of rentals below Landlord's ’s published rates for new leases of comparable space at the Building Property at the time in question, or at Landlord's ’s option, below the rates provided in this Lease, or containing terms less favorable than those contained herein, shall not give rise to a claim by Tenant that Landlord failed to mitigate Landlord's ’s damages.

Mitigation of Damages. If Landlord terminates this Lease or --------------------- Tenant's right to possession of the Premises, Landlord shall have no obligation to mitigate Landlord's damages except to the extent required by applicable law. If Landlord has not terminated this Lease or Tenant's right to possession of the Premises, Landlord shall have no obligation to mitigate under any circumstances and may permit the Premises to remain vacant or abandoned. If Landlord is required to mitigate damages as provided herein: herein (i) Landlord shall be required only to use reasonable efforts to mitigate, which shall not exceed such efforts as Landlord generally uses to lease other space in the Building, (ii) Landlord will not be deemed to have failed to mitigate if Landlord or its affiliates lease any other portions of the Building or other projects owned by Landlord or its affiliates in the same geographic area, before reletting all or any portion of the Premises, and (iii) any failure to mitigate as described herein with respect to any period of time shall only reduce the Rent and other amounts to which Landlord is entitled hereunder by the reasonable rental value of the Premises during such period. In recognition that the value of the Building depends on the rental rates and terms of leases therein, Landlord's rejection of a prospective replacement tenant based on an offer of rentals below Landlord's published rates for new leases of comparable space at the Building at the time in question, or at Landlord's option, below the rates provided in this Lease, or containing terms less favorable than those contained herein, shall not give rise to a claim by Tenant that Landlord failed to mitigate Landlord's damages.

Mitigation of Damages. If Landlord terminates this Lease or Tenant's ’s right to possession of the Premisespossession, Landlord shall have no obligation be obligated to mitigate Landlord's ’s damages except if and to the extent required by applicable law. If Landlord has not terminated this Lease or Tenant's right Law, subject to possession of the Premises, Landlord shall have no obligation to mitigate under any circumstances and may permit the Premises to remain vacant or abandoned. If Landlord is required to mitigate damages as provided hereinfollowing: (i) Landlord shall be required only to use reasonable efforts to mitigate, which shall not exceed such efforts as Landlord generally uses to lease other space in at the BuildingProperty, (ii) Landlord will not be deemed to have failed to mitigate if Landlord or its affiliates lease any other portions of the Building Property or other projects owned by Landlord or its affiliates in the same geographic area, before reletting all or any portion of the Premises, and (iii) any failure to mitigate as described herein with respect to any period of time shall only reduce the Rent and other amounts to which Landlord is entitled hereunder by the reasonable rental value of the Premises during such period, taking into account the factors described in clause B(1) above. In recognition that the value of the Building Property depends on the rental rates and terms of leases therein, Landlord's ’s rejection of a prospective replacement tenant based on an offer of rentals below Landlord's ’s published rates for new leases of comparable space at the Building Property at the time in question, or at Landlord's ’s option, below the rates provided in this Lease, or containing terms less favorable than those contained herein, shall not give rise to a claim by Tenant that Landlord failed to mitigate Landlord's ’s damages. If Landlord has not terminated this Lease or Tenant’s right to possession, Landlord shall have no obligation to mitigate under any circumstances and may permit the Premises to remain vacant or abandoned; in such case, Tenant may seek to mitigate damages by attempting to sublease the Premises or assign this Lease pursuant to Article 13.

Mitigation of Damages. If Landlord terminates and Tenant shall each use commercially reasonable efforts to mitigate any damages resulting from a default of the other party under this Lease. Landlord’s obligation to mitigate damages after an Event of Default by Tenant under this Lease or which would result in Landlord undertaking to lease the Premises to another tenant (a “Substitute Tenant's right ”) shall be satisfied in full if Landlord undertakes to possession of lease the Premises, Premises to a Substitute Tenant in accordance with the following criteria: (a) Landlord shall have no obligation to mitigate Landlord's damages except to solicit or entertain negotiations with any other prospective tenants for the extent required by applicable law. If Premises until Landlord has not terminated this Lease or Tenant's right to obtains full and complete possession of the Premises; (b) Landlord shall not be obligated to offer the Premises to a prospective tenant when other premises in the Center suitable for that prospective tenant’s use are (or soon will be) available; (c) Landlord shall not be obligated to lease the Premises to a Substitute Tenant for a rental less than the current fair market rental then prevailing for similar space, nor shall Landlord be obligated to enter into a new lease under other terms and conditions that are unacceptable to Landlord under Landlord’s then current leasing policies for comparable space in the Center; (d) Landlord shall not be required to expend any amount of money to alter, remodel, or otherwise make the Premises suitable for use by a proposed Substitute Tenant unless Tenant pays any such sum to Landlord in advance of Landlord’s execution of a Substitute Lease with such tenant (which payment shall not be in lieu of any damages or other sums to which Landlord may be entitled as a result of Tenant’s default under this Lease), or Landlord, in Landlord’s sole discretion, determines that any such expenditure is financially justified in connection with entering into any such Substitute Lease. Upon compliance with the above criteria regarding the re-leasing of the Premises after an Event of Default by Tenant, Landlord shall have no obligation to mitigate under any circumstances and may permit the Premises to remain vacant or abandoned. If Landlord is required to mitigate damages as provided herein: (i) Landlord shall be required only to use reasonable efforts to mitigate, which shall not exceed such efforts as Landlord generally uses to lease other space in the Building, (ii) Landlord will not be deemed to have failed fully satisfied Landlord’s obligation to mitigate if Landlord or its affiliates lease any other portions of the Building or other projects owned by Landlord or its affiliates in the same geographic area, before reletting all or any portion of the Premises, and (iii) any failure to mitigate as described herein with respect to any period of time shall only reduce the Rent and other amounts to which Landlord is entitled hereunder by the reasonable rental value of the Premises during such period. In recognition that the value of the Building depends on the rental rates and terms of leases therein, Landlord's rejection of a prospective replacement tenant based on an offer of rentals below Landlord's published rates for new leases of comparable space at the Building at the time in question, or at Landlord's option, below the rates provided in damages under this Lease, or containing terms less favorable than those contained herein, shall not give rise to a claim by Tenant that Landlord failed to mitigate Landlord's damages.

Mitigation of Damages. If Landlord terminates this Lease or Tenant's right to possession of the Premisespossession, Landlord shall have no obligation to mitigate Landlord's damages damages, except to the extent required by applicable lawLaw. If Landlord has not terminated this Lease or Tenant's right to possession of the Premisespossession, Landlord shall have no obligation to mitigate under any circumstances and may permit the Premises to remain vacant or abandoned; in such case, Tenant may seek to mitigate damages by attempting to sublease the Premises or assign this Lease pursuant to Article 13. If Landlord is required to mitigate damages as provided hereindamages: (i) Landlord shall be required only to use reasonable efforts to mitigate, which shall not exceed such efforts as Landlord generally uses to lease other space in at the BuildingProperty, (ii) Landlord will not be deemed to have failed to mitigate if Landlord or its affiliates lease any other portions of the Building Property or other projects owned by Landlord or its affiliates in the same geographic area, before reletting all or any portion of the Premises, and (iii) any failure to mitigate as described herein with respect to any period of time shall only reduce the Rent and other amounts to which Landlord is entitled hereunder by the reasonable rental value of the Premises during such period, taking into account the factors described in clause B(1) above. In recognition that the value of the Building Property depends on the rental rates and terms of leases therein, Landlord's rejection of a prospective replacement tenant based on an offer of rentals below Landlord's published rates for new leases of comparable space at the Building Property at the time in question, or at Landlord's option, below the rates provided in this Lease, or containing terms less favorable than those contained herein, shall not give rise to a claim by Tenant that Landlord failed to mitigate Landlord's damages.

Mitigation of Damages. If Landlord terminates this Lease or --------------------- Tenant's right to possession of the Premises, Landlord shall have no obligation to mitigate Landlord's damages except to the extent required by applicable law. If Landlord has not terminated this Lease or Tenant's right to possession of the Premises, Landlord shall have no obligation to mitigate under any circumstances and may permit the Premises to remain vacant or abandoned. If Landlord is required to mitigate damages as provided herein: (ia) Landlord shall be required only to use reasonable efforts to mitigate, which shall not exceed such efforts as Landlord generally uses to lease other space in the Building, (iib) Landlord will not be deemed to have failed to mitigate if Landlord or its affiliates lease any other portions of the Building or other projects owned by Landlord or its affiliates in the same geographic area, before reletting all the Premises or any portion of the Premises, and (iiic) any failure to mitigate as described herein with respect to any period of time shall only reduce the Rent and other amounts to which Landlord is entitled hereunder by the reasonable rental value of the Premises during such period. In recognition that the value of the Building depends is dependent on the rental rates and terms of leases therein, Landlord's rejection of a prospective replacement tenant based on an offer of rentals below Landlord's published rates for new leases of comparable space at the Building at the time in question, or at Landlord's option, below the rates provided in this Lease, or containing terms less favorable than those contained herein, shall not give rise to a claim by Tenant that Landlord failed to mitigate Landlord's damages.

Mitigation of Damages. If Notwithstanding the foregoing, to the extent (but no further) Landlord terminates is required by applicable law to mitigate damages, or is required by law to use efforts to do so, and such requirement cannot be lawfully and effectively waived (it being the intention of Landlord and Tenant that Tenant waive and Tenant hereby waives such requirements to the maximum extent permitted by applicable law), Tenant agrees that if Landlord markets the Premises in a manner substantially similar to the manner in which Landlord markets other space in the Buildings, then Landlord shall be deemed to have used commercially reasonable efforts to mitigate damages. Tenant shall continue to be liable for all Rent (whether accruing prior to, on or after the date of termination of this Lease or Tenant's ’s right of possession and/or pursuant to possession the holdover provisions of the PremisesSection 8.8 below) and Damages, Landlord shall have no obligation to mitigate Landlord's damages except to the extent that Tenant receives any credit against unpaid Rent under Section 8.3(b) or pleads and proves that Landlord fails to exercise commercially reasonable efforts to mitigate damages to the extent required by applicable lawunder this Section 8.4 and that Landlord’s failure caused an increase in Landlord’s damages for unpaid Rent. If Landlord has not terminated this Lease or Tenant's right Without limitation to possession of the Premisesforegoing, Landlord shall have no obligation to mitigate under any circumstances and may permit the Premises to remain vacant or abandoned. If Landlord is required to mitigate damages as provided herein: (i) Landlord shall be required only to use reasonable efforts to mitigate, which shall not exceed such efforts as Landlord generally uses to lease other space in the Building, (ii) Landlord will not be deemed to have failed to mitigate if damages, or to have failed to use efforts required by law to do so, because: (i) Landlord or its affiliates lease any leases other portions of the Building or other projects owned by Landlord or its affiliates space in the same geographic areaBuildings which is vacant prior to re-letting the Premises; (ii) Landlord refuses to relet the Premises to any Affiliate of Tenant, before reletting all or any portion principal of the PremisesTenant, and or any Affiliate of such principal; (iii) any failure Landlord refuses to mitigate as described herein with respect relet the Premises to any period person or entity whose creditworthiness is not acceptable to Landlord in the exercise of time shall only reduce its reasonable discretion; (iv) Landlord refuses to relet the Rent and other amounts Premises to which Landlord is entitled hereunder by any person or entity because the reasonable rental value use proposed to be made of the Premises during by such period. In recognition that prospective tenant would, in Landlord’s reasonable judgment, impose unreasonable or excessive demands upon the value Building systems, equipment or facilities; (v) Landlord refuses to relet the Premises to any person or entity, or any Affiliate of such person or entity, who has been engaged in litigation with Landlord or any of its Affiliates; or (vi) Landlord refuses to relet the Premises because the tenant, the proposed use of the Building depends on Premises by the rental rates and terms of leases therein, Landlord's rejection of a prospective replacement tenant based on an offer of rentals below Landlord's published rates for new leases of comparable space at the Building at the time in questiontenant, or at Landlord's option, below the rates provided terms and provisions of the proposed lease are not approved by the holders of any liens or security interests in this Lease, or containing terms less favorable than those contained herein, shall not give rise to a claim by Tenant that Landlord failed to mitigate Landlord's damagesthe Buildings.

Mitigation of Damages. If Tenant agrees that if Landlord terminates markets the Premises in a manner substantially similar to the manner in which Landlord markets other space in the Building, then Landlord shall be deemed to have used commercially reasonable efforts to mitigate damages. Tenant shall continue to be liable for all Rent (whether accruing prior to, on or after the date of termination of this Lease or Tenant's right of possession and/or pursuant to possession the holdover provisions of the PremisesArticle XX above) and Damages, Landlord shall have no obligation to mitigate Landlord's damages except to the extent that Tenant receives any credit against unpaid Rent under Section 21.2(b) or pleads and proves by clear and convincing evidence that Landlord fails to exercise commercially reasonable efforts to mitigate damages to the extent required by applicable lawunder this Section 21.3 and that Landlord's failure caused an avoidable and quantifiable increase in Landlord's damages for unpaid Rent. If Landlord has not terminated this Lease or Tenant's right Without limitation to possession of the Premisesforegoing, Landlord shall have no obligation to mitigate under any circumstances and may permit the Premises to remain vacant or abandoned. If Landlord is required to mitigate damages as provided herein: (i) Landlord shall be required only to use reasonable efforts to mitigate, which shall not exceed such efforts as Landlord generally uses to lease other space in the Building, (ii) Landlord will not be deemed to have failed to mitigate if damages, or use efforts required by law to do so, because: (i) Landlord leases other space in the Building which is vacant prior to re-letting the Premises; (ii) Landlord refuses to relet the Premises to any Related Entity of Tenant, or its affiliates lease any principal of Tenant, or any Related Entity of such principal; (iii) Landlord refuses to relet the Premises to any person or entity whose creditworthiness is not the same or better than Tenant; (iv) Landlord refuses to relet the Premises to any person or entity because the use proposed to be made of the Premises by such prospective tenant is not warehouse or general business office use of a type and nature consistent with that of the other tenants in the portions of the Building leased or held for lease for warehouse and general business office purposes as of the date Tenant defaults under this Lease (by way of illustration, but not limitation, manufacturing facilities, government offices, consular offices, doctor's offices or medical or dental clinics or laboratories, or schools would not be uses consistent with that of other projects owned by tenants in the Building), or such use would, in Landlord's reasonable judgment, impose unreasonable or excessive demands upon the Building systems, equipment or facilities; (v) Landlord refuses to relet the Premises to any person or entity, or any affiliate of such person or entity, who has been engaged in litigation with Landlord or any of its affiliates affiliates; (vi) Landlord refuses to relet the Premises because the tenant or the terms and provisions of the proposed lease are not approved by the holders of any liens or security interests in the same geographic areaBuilding, before reletting all or would cause Landlord to be in default of, or to be unable to perform any portion of the Premisesits covenants or obligations under, any agreements between Landlord and any third party; (iiivii) any failure Landlord refuses to mitigate as described herein with respect to any period of time shall only reduce the Rent and other amounts to which Landlord is entitled hereunder by the reasonable rental value of relet the Premises during such period. In recognition that because the value of the Building depends on the rental rates proposed tenant is unwilling to execute and terms of leases therein, deliver Landlord's rejection of a prospective replacement standard lease form with market customary adjustments or such tenant based on an offer of rentals below Landlord's published rates for new leases of comparable space at requires improvements to the Building at the time in question, or Premises to be paid at Landlord's option, below cost and expense; (viii) Landlord refuses to relet the rates provided in this LeasePremises to a person or entity whose character or reputation, or containing terms less favorable than those contained hereinthe nature of such prospective tenant's business, shall would not give rise be acceptable to a claim by Tenant that Landlord failed in its reasonable discretion; or (ix) Landlord refuses to mitigate Landlord's damagesexpend any material sums of money to market the Premises in excess of the sums Landlord typically expends in connection with the marketing of other space in the Building.

Mitigation of Damages. If Landlord terminates this Lease or TenantXxxxxx's right to possession of the Premisespossession, Landlord shall have no obligation to mitigate Landlord's damages except to the extent required by applicable lawLaw. If Landlord has not terminated this Lease or TenantXxxxxx's right to possession of the Premisespossession, Landlord shall have no obligation to mitigate under any circumstances and may permit the Premises to remain vacant or abandoned. If Landlord is required to mitigate damages as provided herein: (ia) Landlord shall be required only to use reasonable efforts to mitigate, which shall not exceed such efforts as Landlord generally uses to lease other space in at the BuildingProject, (iib) Landlord will not be deemed to have failed to mitigate if Landlord or its affiliates lease any other portions of the Building Project or other projects owned by Landlord or its affiliates in the same geographic area, before reletting all or any portion of the Premises, and (iiic) any failure to mitigate as described herein with respect to any period of time shall only reduce the Rent and other amounts to which Landlord Xxxxxxxx is entitled hereunder by the reasonable rental value of the Premises during such period, taking into account the factors described in clause B(l), above. In recognition that the value of the Building Project depends on the rental rates and terms of leases therein, Landlord's rejection of a prospective replacement tenant based on an offer of rentals below Landlord's published rates for new leases of comparable space at the Building Project at the time in question, or at Landlord's option, below the rates provided in this Lease, or containing terms less favorable than those contained herein, shall not give rise to a claim by Tenant that Landlord failed to mitigate Landlord's damages.

Mitigation of Damages. If Landlord terminates this Lease or Tenant's right to possession of the Premisespossession, Landlord shall have no obligation be obligated to mitigate Landlord's damages except if and to the extent required by applicable law. If Landlord has not terminated this Lease or Tenant's right Law, subject to possession of the Premises, Landlord shall have no obligation to mitigate under any circumstances and may permit the Premises to remain vacant or abandoned. If Landlord is required to mitigate damages as provided hereinfollowing: (i) Landlord shall be required only to use reasonable efforts to mitigate, which shall not exceed such efforts as Landlord generally uses to lease other space in at the BuildingProperty, (ii) Landlord will not be deemed to have failed to mitigate if Landlord or its affiliates lease any other portions of the Building Property or other projects owned by Landlord or its affiliates in the same geographic area, before reletting all or any portion of the Premises, and (iii) any failure to mitigate as described herein with respect to any period of time shall only reduce the Rent and other amounts to which Landlord is entitled hereunder by the reasonable rental value of the Premises during such period, taking into account the factors described in clause B(1) above. In recognition that the value of the Building Property depends on the rental rates and terms of leases therein, Landlord's rejection of a prospective replacement tenant based on an offer of rentals below Landlord's published rates for new leases of comparable space at the Building Property at the time in question, or at Landlord's option, below the rates provided in this Lease, or containing terms less favorable than those contained herein, shall not give rise to a claim by Tenant that Landlord failed to mitigate Landlord's damages. If Landlord has not terminated this Lease or Tenant's right to possession, Landlord shall have no obligation to mitigate under any circumstances and may permit the Premises to remain vacant or abandoned; in such case, Tenant may seek to mitigate damages by attempting to sublease the Premises or assign this Lease pursuant to Article 13.

Mitigation of Damages. If Landlord terminates this Lease or Tenant's right Except to the extent required by applicable law, if Tenant has not unconditionally surrendered possession of the PremisesPremises to Landlord, Landlord shall will have no obligation to mitigate Landlord's damages except to the extent required by applicable lawdamages. If Landlord has not terminated this Lease or terminates Tenant's right to possession but does not terminate this Lease or if Tenant unconditionally surrenders possession of the Premises, Landlord shall have no obligation to mitigate under any circumstances and may permit the Premises to remain vacant or abandoned. If Landlord, Landlord is required will use reasonable efforts to mitigate its damages as provided hereinfollows: (i) Landlord shall will be required only to use only reasonable efforts to mitigate, which shall will not exceed such efforts as Landlord generally uses to lease other space in the Building, ; (ii) Landlord will not be deemed to have failed to mitigate if Landlord or its affiliates lease leases any other portions portion of the Building or other projects owned by Landlord or its affiliates in the same geographic area, before reletting all or any portion of the Premises, and (iii) any failure to mitigate as described herein with respect to any period of time shall only reduce the Rent and other amounts to which Landlord is entitled hereunder by the reasonable rental value of the Premises during such period. In recognition that the value of the Building depends on the rental rates and terms of leases therein, Landlord's ’s rejection of a prospective replacement tenant based on an offer of rentals below Landlord's ’s published rates for new leases of comparable space at in the Building at the time in question, or at Landlord's ’s option, below the rates provided in this Lease, or containing terms materially less favorable than those contained herein, shall not give rise to a claim by Tenant that Landlord failed to mitigate Landlord's ’s damages.. D.

Mitigation of Damages. If Landlord terminates this Lease or Tenant's right to possession of the Premises, Landlord shall have no obligation to mitigate Landlord's damages except to the extent required by applicable law. If Landlord has not terminated this Lease or Tenant's right to possession of the Premises, Landlord shall have no obligation to mitigate under any circumstances and may permit the Premises to remain vacant or abandoned. If Landlord is required to mitigate damages as provided herein: (i) Landlord shall be required only to use reasonable efforts to mitigate, which shall not exceed such efforts as Landlord generally uses to lease other space in the Building, (ii) Landlord will not be deemed to have failed to mitigate if Landlord or its affiliates lease any other portions of the Building Building, Project or other projects owned by Landlord or its affiliates in the int he same geographic area, before reletting all or any portion of the Premises, and (iii) any failure to mitigate as described herein with respect to any period of time shall only reduce the Rent and other amounts to which Landlord is entitled hereunder by the reasonable rental value of the Premises during such period. In recognition that the value of the Building depends on the rental rates and terms of leases therein, Landlord's rejection of a prospective replacement tenant based on an any offer of or rentals below Landlord's published rates for new leases of comparable space at the Building at the time in question, or at Landlord's option, below the rates provided in this Lease, or containing terms less favorable than those contained herein, shall not give rise to a claim by Tenant that Landlord failed to mitigate Landlord's damages.

Mitigation of Damages. If Landlord terminates this Lease or Tenant's right to possession of Notwithstanding the Premisesforegoing, Landlord shall have no obligation to mitigate Landlord's damages except to the extent (but no further) Landlord is required by applicable law. If Landlord has not terminated this Lease or Tenant's right to possession of the Premises, Landlord shall have no obligation law to mitigate under any circumstances damages, or is required by law to use efforts to do so, and may permit such requirement cannot be lawfully and effectively waived, Tenant agrees that if Landlord markets the Premises in a manner substantially similar to remain vacant or abandoned. If the manner in which Landlord is required to mitigate damages as provided herein: (i) Landlord shall be required only to use reasonable efforts to mitigate, which shall not exceed such efforts as Landlord generally uses to lease markets other space in the Building, then Landlord shall be deemed to have used commercially reasonable efforts to mitigate damages. Tenant shall continue to be liable for all Rent (iiwhether accruing prior to, on or after the date of termination of this Lease or Tenant’s right of possession and/or pursuant to the holdover provisions of Article XX above) and Damages, except to the extent that Tenant receives any credit against unpaid Rent under Section 21.2(b) or pleads and proves by clear and convincing evidence that Landlord will fails to exercise commercially reasonable efforts to mitigate damages to the extent required under this Section 21.3 and that Landlord’s failure caused an avoidable and quantifiable increase in Landlord’s damages for unpaid Rent. Without limitation to the foregoing, Landlord shall not be deemed to have failed to mitigate if damages, or use efforts required by law to do so, because: (i) Landlord leases other space in the Building which is vacant prior to re-letting the Premises; (ii) Landlord refuses to relet the Premises to any Related Entity of Tenant, or any principal of Tenant, or any Related Entity of such principal; (iii) Landlord refuses to relet the Premises to any person or entity whose creditworthiness is not acceptable to Landlord in the exercise of its affiliates lease reasonable discretion; (iv) Landlord refuses to relet the Premises to any person or entity because the use proposed to be made of the Premises by such prospective tenant is not warehouse or general business office use of a type and nature consistent with that of the other tenants in the portions of the Building leased or held for lease for warehouse and general business office purposes as of the date Tenant defaults under this Lease (by way of illustration, but not limitation, manufacturing facilities, government offices, consular offices, doctor’s offices or medical or dental clinics or laboratories, or schools would not be uses consistent with that of other projects owned by tenants in the Building), or such use would, in Landlord’s reasonable judgment, impose unreasonable or excessive demands upon the Building systems, equipment or facilities; (v) Landlord refuses to relet the Premises to any person or entity, or any affiliate of such person or entity, who has been engaged in litigation with Landlord or any of its affiliates affiliates; (vi) Landlord refuses to relet the Premises because the tenant or the terms and provisions of the proposed lease are not approved by the holders of any liens or security interests in the same geographic areaBuilding, before reletting all or would cause Landlord to be in default of, or to be unable to perform any portion of its covenants or obligations under, any agreements between Landlord and any third party; (vii) Landlord refuses to relet the Premises because the proposed tenant is unwilling to execute and deliver Landlord’s standard lease form or such tenant requires improvements to the Premises to be paid at Landlord’s cost and expense; (viii) Landlord refuses to relet the Premises to a person or entity whose character or reputation, or the nature of such prospective tenant’s business, would not be acceptable to Landlord in its reasonable discretion; or (ix) Landlord refuses to expend any material sums of money to market the Premises in excess of the Premises, and (iii) any failure to mitigate as described herein sums Landlord typically expends in connection with respect to any period the marketing of time shall only reduce other space in the Rent and other amounts to which Landlord is entitled hereunder by the reasonable rental value of the Premises during such period. In recognition that the value of the Building depends on the rental rates and terms of leases therein, Landlord's rejection of a prospective replacement tenant based on an offer of rentals below Landlord's published rates for new leases of comparable space at the Building at the time in question, or at Landlord's option, below the rates provided in this Lease, or containing terms less favorable than those contained herein, shall not give rise to a claim by Tenant that Landlord failed to mitigate Landlord's damagesBuilding.

Mitigation of Damages. If Landlord terminates this Lease or Tenant's right to possession of the Premises, Landlord shall have no obligation to mitigate Landlord's damages except to the extent required by applicable law. If Landlord has not terminated this Lease or Tenant's right to possession of the Premises, Landlord shall have no obligation to mitigate under any circumstances and may permit the Premises to remain vacant or abandoned. If Landlord is required to mitigate damages as provided herein: (i) Landlord shall be required only to use reasonable efforts to mitigate, which shall not exceed such efforts as Landlord generally uses to lease other space in the Building, (ii) Landlord will not be deemed to have failed to mitigate if Landlord or its affiliates lease any other portions of the Building Building, Project or other projects owned by Landlord or its affiliates in the same geographic area, before reletting all or any portion of the Premises, and (iii) any failure to mitigate as described herein with respect to any period of time shall only reduce the Rent and other amounts to which Landlord is entitled hereunder by the reasonable rental value of the Premises during such period. In recognition that the value of the Building depends on the rental rates and terms of leases therein, Landlord's rejection of a prospective replacement tenant based on an offer of rentals below Landlord's published rates for new leases of comparable space at the Building at the time in question, or at Landlord's option, below the rates provided in this Lease, or containing terms less favorable than those contained herein, shall not give rise to a claim by Tenant that Landlord failed to mitigate Landlord's damages.

Mitigation of Damages. If Landlord terminates and Tenant will each exercise commercially reasonable efforts to mitigate the damages caused by the other party’s breach of this Lease or Tenant's Lease. Efforts to mitigate damages will not be construed as a waiver of the non-breaching party’s right to recover damages. For the purposes of this Article 20.C., marketing of the Premises in a manner similar to the way Landlord markets its other premises shall be deemed to satisfy Landlord’s obligation to use such “commercially reasonable efforts.” In no event shall Landlord be required (i) to solicit or entertain negotiations with any other prospective tenants for the Premises until Landlord obtains full and complete possession of the PremisesPremises including, Landlord shall have no obligation to mitigate Landlord's damages except to without limitation, the extent required by applicable law. If Landlord has not terminated this Lease or Tenant's undisputed right to possession re-let the Premises free of the Premisesany claim of Tenant, Landlord shall have no obligation (ii) to mitigate under any circumstances and may permit lease the Premises to remain a tenant whose proposed use is not a use permitted by applicable law for the Building, (iii) to re-let the Premises before leasing other comparable vacant or abandoned. If space in the Building (unless the prospective tenant is directly obtained and presented to Landlord is required to mitigate damages as provided herein: a result of Tenant’s marketing efforts and otherwise satisfies all other requirements of prospective tenants contained in this Lease), (iiv) Landlord shall be required only to use reasonable efforts to mitigate, which shall not exceed such efforts as Landlord generally uses to lease other the Premises for a rental less than the current fair market rental then prevailing for similar office space in the Building, or (iiv) Landlord will to enter into a lease with any proposed tenant that does not be deemed have, in Landlord’s reasonable opinion, sufficient financial resources to have failed to mitigate if Landlord or its affiliates lease any other portions of the Building or other projects owned by Landlord or its affiliates in the same geographic area, before reletting all or any portion of the Premises, and (iii) any failure to mitigate as described herein with respect to any period of time shall only reduce the Rent and other amounts to which Landlord is entitled hereunder by the reasonable rental value of the Premises during such periodsatisfy a typical tenant’s obligations under a lease. In recognition that the value of the Building depends on the rental rates and terms of leases thereinno event, Landlord's rejection of a prospective replacement tenant based on an offer of rentals below Landlord's published rates for new leases of comparable space at the Building at the time in question, or at Landlord's option, below the rates provided in this Lease, or containing terms less favorable than those contained hereinhowever, shall Tenant’s liability hereunder be diminished or reduced if or to the extent such reasonable efforts of Landlord to re-let are not give rise to a claim by Tenant that Landlord failed to mitigate Landlord's damagessuccessful.

Mitigation of Damages. If Landlord terminates shall make a good faith effort to relet the Premises following a termination of this Lease or lease due to a Default of Tenant's right , but subject to possession of and in accordance with the Premises, following criteria: (i) Landlord shall have no obligation to mitigate Landlord's damages except to solicit or entertain negotiations with any other prospective tenants for the extent required by applicable law. If Landlord has not terminated this Lease or Tenant's right to Premises until Tenant shall have surrendered possession of the Premises, Premises in the condition required by Section 6.1.9 hereof; (ii) Landlord shall have no obligation to mitigate under any circumstances and may permit offer the Premises to remain vacant any prospective tenant so long as other premises in the Building suitable for that prospective tenant are currently available, or abandoned. If Landlord is required are reasonably expected to mitigate damages as provided herein: be availabIe, to meet such prospective tenant’s occupancy requirements; (iiii) Landlord shall be required only have no obligation to use reasonable efforts enter into a lease of less than all of the Premises; (iv) Landlord shall have no obligation to mitigate, which shall not exceed such efforts as Landlord generally uses to lease other enter into a/ease under terms and conditions that are inconsistent with Landlord’s then current leasing policies for comparable space in the BuildingBuilding or with any proposed tenant that does not have, in Landlord’s reasonable opinion, sufficient financial resoumes and operating experience; (iivi) Landlord will shall not be deemed required to have failed expend any amount of money to mitigate if alter, remodel, or otherwise make the Premises or the Building suitable for use by a prospective tenant unless either (1) Tenant pays any such sum to Landlord or its affiliates in advance of Landlord’s execution of a lease with such prospective tenant (which payment shall be in addition to any other portions of the Building damages or other projects owned by Landlord or its affiliates in the same geographic area, before reletting all or any portion of the Premises, and (iii) any failure to mitigate as described herein with respect to any period of time shall only reduce the Rent and other amounts to which Landlord may be entitled to as a result of Tenant’s default under this Lease); or (2) Landlord, in Landlord’s sole discretion, determines that any such expenditure is entitled hereunder by financially justified in connection with entering into any lease with such prospective tenant; and (vii) Landlord shall have no obligation to enter into a lease with any prospective tenant whose use would, in Landlord’s judgment: (I) violate any restriction, covenant, or requirement contained in the reasonable rental value lease of another tenant of the Premises during such period. In recognition that Building; (2) be incompatible with the value operation of the Building depends on as a first-class building; or (3) require any alterations to the rental rates Building. Tenant hereby waives and releases, to the fullest extent legally permissible, any right to assert in any action by Landlord to enforce the terms of leases therein, Landlord's rejection of a prospective replacement tenant based on an offer of rentals below Landlord's published rates for new leases of comparable space at the Building at the time in question, or at Landlord's option, below the rates provided in this Lease, any defense, counterclaim, or containing terms less favorable than those contained hereinright of setoff or recoupment respecting the mitigation of damages by Landlord, shall not give rise unless and to a claim by Tenant that the extent Landlord failed maliciously or in bad faith fails to mitigate Landlord's damages.act in accordance with the requirements of this Section. 8.3

Mitigation of Damages. If In the event that Landlord terminates is required to mitigate damages, then upon termination of this Lease or repossession of the Premises, Landlord shall use reasonable efforts to relet the Premises; provided, however, in no event shall Landlord be required to deviate from the standard marketing practices then employed by Landlord for similar space at the Complex, nor relet the Premises prior to leasing other available space at the Complex. In addition, Landlord shall not be obligated to lease the Premises for less than the fair market rental value of the Premises nor expend any money to alter or remodel the Premises unless Landlord, in Landlord’s sole discretion, determines that any such expenditure is financially justified. In no event will the failure of Landlord to relet all or any portion of the Premises reduce Tenant's ’s liability for monthly rentals and other charges due under this Lease or for damages; provided, however, that neither the foregoing nor anything else contained in this Paragraph shall relieve Landlord from any obligation under Texas law to mitigate the damages of Landlord arising as a result of a default by Tenant under this Lease and shall not be construed in any way as a provision or provisions which purports/purport to waive a right of Tenant to require that Landlord mitigate, or to exempt Landlord from a duty to mitigate (or from liability for its failure to satisfy such duty), Landlord’s damages arising due to Tenant’s default under this Lease. Landlord must have full possession of all of the Premises before any duty to mitigate damages will arise, and Landlord shall be conclusively deemed not to be in full possession of all of the Premises if any litigation or other proceeding is pending in which Tenant is asserting a right to regain possession of the Premises and/or disputing Landlord’s right to possession of the Premises. To satisfy Landlord’s obligation under Texas law to mitigate its damages following a default by Tenant under this Lease, Landlord shall have no obligation to mitigate Landlord's damages except to must only retain a real estate broker (such broker can be the extent required by applicable law. If Landlord has not terminated this Lease or Tenant's right to possession of same as the Premises, Landlord shall have no obligation to mitigate under any circumstances and may permit broker that is leasing the Premises to remain vacant or abandoned. If Landlord is required to mitigate damages as provided herein: (i) Landlord shall be required only to use reasonable efforts to mitigate, which shall not exceed such efforts as Landlord generally uses to lease other space in the BuildingBuilding and/or Complex which is available for rent) to market the Premises and acknowledge through such broker that the Premises is available for lease, (ii) and such retention shall constitute prima facie evidence of reasonable efforts on the part of Landlord will not be deemed to have failed to mitigate if Landlord or its affiliates lease any other portions of the Building or other projects owned by Landlord or its affiliates in the same geographic area, before reletting all or any portion of relet the Premises, and (iii) any failure to mitigate as described herein with respect to any period of time shall only reduce the Rent and other amounts to which Landlord is entitled hereunder by the reasonable rental value of the Premises during such period. In recognition that the value of the Building depends on the rental rates and terms of leases therein, Landlord's rejection of a prospective replacement tenant based on an offer of rentals below Landlord's published rates for new leases of comparable space at the Building at the time in question, or at Landlord's option, below the rates provided in this Lease, or containing terms less favorable than those contained herein, shall not give rise to a claim by Tenant that Landlord failed to mitigate Landlord's damages.

Mitigation of Damages. If Landlord terminates this Lease or Tenant's right to possession of the Premisespossession, Landlord shall have no obligation be obligated to mitigate Landlord's damages except to the extent required by applicable law. If Landlord has not terminated this Lease or Tenant's right to possession of the Premisesdamages, Landlord shall have no obligation to mitigate under any circumstances and may permit the Premises to remain vacant or abandoned. If Landlord is required to mitigate damages as provided hereinprovided, however, that: (i) Landlord shall be required only to use reasonable efforts to mitigate, which shall not exceed such efforts as Landlord generally uses to lease other space in at the BuildingProperty, (ii) Landlord will not be deemed to have failed to mitigate if Landlord or its affiliates lease any other portions of the Building Property or other projects owned by Landlord or its affiliates in the same geographic area, before reletting all or any portion of the Premises, and (iii) any failure to mitigate as described herein with respect to any period of time shall only reduce the Rent and other amounts to which Landlord is entitled hereunder by the reasonable rental value of the Premises during such period, taking into account the factors described in clause B(l) above. In recognition that the value of the Building Property depends on the rental rates and terms of leases therein, Landlord's rejection of a prospective replacement tenant based on an offer of rentals below fair market value (as reasonably determined by Landlord's published rates ) for new leases of comparable space at the Building Property at the time in question, or at Landlord's option, below the rates provided in this Lease, or containing terms less favorable than those contained herein, shall not not, in and of itself, give rise to a claim by Tenant that Landlord failed to mitigate LandlordXxxxxxxx's damages. If Landlord has not terminated this Lease or Xxxxxx's right to possession, Landlord shall have no obligation to mitigate under any circumstances and may permit the Premises to remain vacant or abandoned; in such case, Tenant may seek to mitigate damages by attempting to sublease the Premises or assign this Lease pursuant to Article 13.

Mitigation of Damages. If Landlord terminates this Lease or Tenant's --------------------- right to possession of the Premises, Landlord shall have no obligation to mitigate Landlord's damages except to the extent required by applicable law. If Landlord has not terminated this Lease or Tenant's right to possession of the Premises, Landlord shall have no obligation to mitigate under any circumstances and may permit the Premises to remain vacant or abandoned. If Landlord is required to mitigate damages as provided herein: (ia) Landlord shall be required only to use reasonable efforts to mitigate, which shall not exceed such efforts as Landlord generally uses to lease other space in the Building, (iib) Landlord will not be deemed to have failed to mitigate if Landlord or its affiliates lease any other portions of the Building or other projects owned by Landlord or its affiliates in the same geographic area, before reletting all any or any portion of the Premises, and (iiic) any failure to mitigate as described herein with respect to any period of time shall only reduce the Rent and other amounts to which Landlord is entitled hereunder by the reasonable rental value of the Premises during such period. In recognition that the value of the Building depends on the rental rates and terms of leases therein, Landlord's rejection of a prospective replacement tenant based on an offer of rentals below Landlord's published rates for new leases of comparable space at the Building at the time in question, or at Landlord's option, below the rates provided in this Lease, or containing terms less favorable than those contained herein, shall not give rise to a claim by Tenant that Landlord failed to mitigate Landlord's damages.

Mitigation of Damages. If Landlord terminates this Lease or Tenant's right to possession of Notwithstanding the Premisesforegoing, Landlord shall have no obligation to mitigate Landlord's damages except to the extent (but no further) Landlord is required by applicable law. If Landlord has not terminated this Lease or Tenant's right to possession of the Premises, Landlord shall have no obligation law to mitigate under any circumstances damages, or is required by law to use efforts to do so, and may permit such requirement cannot be lawfully and effectively waived (it being the intention of Landlord and Tenant that Tenant waive and Tenant hereby waives such requirements to the maximum extent permitted by applicable law), Tenant agrees that if Landlord markets the Premises in a manner substantially similar to remain vacant or abandoned. If the manner in which Landlord is required to mitigate damages as provided herein: (i) Landlord shall be required only to use reasonable efforts to mitigate, which shall not exceed such efforts as Landlord generally uses to lease markets other space in the Building, then Landlord shall be deemed to have used commercially reasonable efforts to mitigate damages. Tenant shall continue to be liable for all Rent (iiwhether accruing prior to, on or after the date of termination of this Lease or Tenant’s right of possession and/or pursuant to the holdover provisions of Article XX above) and Damages, except to the extent that Tenant receives any credit against unpaid Rent under Section 21.2(b) or pleads and proves by clear and convincing evidence that Landlord will fails to exercise commercially reasonable efforts to mitigate damages to the extent required under this Section 21.3 and that Landlord’s failure caused an avoidable and quantifiable increase in Landlord’s damages for unpaid Rent. Without limitation to the foregoing, Landlord shall not be deemed to have failed to mitigate if damages, or use efforts required by law to do so, because: (i) Landlord leases other space in the Building which is vacant prior to re-letting the Premises; (ii) Landlord refuses to relet the Premises to any Related Entity of Tenant, or any principal of Tenant, or any Related Entity of such principal; (iii) Landlord refuses to relet the Premises to any person or entity whose creditworthiness is not acceptable to Landlord in the exercise of its affiliates lease reasonable discretion; (iv) Landlord refuses to relet the Premises to any person or entity because the use proposed to be made of the Premises by such prospective tenant is not warehouse or general business office use of a type and nature consistent with that of the other tenants in the portions of the Building leased or held for lease for warehouse and general business office purposes as of the date Tenant defaults under this Lease (by way of illustration, but not limitation, manufacturing facilities, government offices, consular offices, doctor’s offices or medical or dental clinics or laboratories, or schools would not be uses consistent with that of other projects owned by tenants in the Building), or such use would, in Landlord’s reasonable judgment, impose unreasonable or excessive demands upon the Building systems, equipment or facilities; (v) Landlord refuses to relet the Premises to any person or entity, or any affiliate of such person or entity, who has been engaged in litigation with Landlord or any of its affiliates affiliates; (vi) Landlord refuses to relet the Premises because the tenant or the terms and provisions of the proposed lease are not approved by the holders of any liens or security interests in the same geographic areaBuilding, before reletting all or would cause Landlord to be in default of, or to be unable to perform any portion of its covenants or obligations under, any agreements between Landlord and any third party; (vii) Landlord refuses to relet the Premises because the proposed tenant is unwilling to execute and deliver Landlord’s standard lease form or such tenant requires improvements to the Premises to be paid at Landlord’s cost and expense; (viii) Landlord refuses to relet the Premises to a person or entity whose character or reputation, or the nature of such prospective tenant’s business, would not be acceptable to Landlord in its reasonable discretion; or (ix) Landlord refuses to expend any material sums of money to market the Premises in excess of the Premises, and (iii) any failure to mitigate as described herein sums Landlord typically expends in connection with respect to any period the marketing of time shall only reduce other space in the Rent and other amounts to which Landlord is entitled hereunder by the reasonable rental value of the Premises during such period. In recognition that the value of the Building depends on the rental rates and terms of leases therein, Landlord's rejection of a prospective replacement tenant based on an offer of rentals below Landlord's published rates for new leases of comparable space at the Building at the time in question, or at Landlord's option, below the rates provided in this Lease, or containing terms less favorable than those contained herein, shall not give rise to a claim by Tenant that Landlord failed to mitigate Landlord's damagesBuilding.

Mitigation of Damages. If Notwithstanding the foregoing, to the extent (but no further) Landlord terminates is required by applicable law to mitigate damages, or is required by law to use efforts to do so, Tenant agrees that if Landlord markets the Premises in a manner substantially similar to the manner in which Landlord and its affiliates market other space in the Project, then Landlord shall be deemed to have used commercially reasonable efforts to mitigate damages. Tenant shall continue to be liable for all Rent (whether accruing prior to, on or after the date of termination of this Lease or Tenant's ’s right of possession and/or pursuant to possession the holdover provisions of the PremisesSection 22.2 below) and Damages, Landlord shall have no obligation to mitigate Landlord's damages except to the extent that Tenant pleads and proves by clear and convincing evidence that Landlord fails to exercise commercially reasonable efforts to mitigate damages to the extent required by applicable lawunder this Section 20.3 and that Landlord’s failure caused an avoidable increase in Landlord’s damages for unpaid Rent. If Landlord has not terminated this Lease or Tenant's right Without limitation to possession of the Premisesforegoing, Landlord shall have no obligation to mitigate under any circumstances and may permit the Premises to remain vacant or abandoned. If Landlord is required to mitigate damages as provided herein: (i) Landlord shall be required only to use reasonable efforts to mitigate, which shall not exceed such efforts as Landlord generally uses to lease other space in the Building, (ii) Landlord will not be deemed to have failed to mitigate if damages, or to have failed to use efforts required by law to do so, because: (i) Landlord leases other space in the Project which is vacant prior to re-letting the Premises; (ii) Landlord refuses to relet the Premises to any Related Entity of Tenant, or any principal of Tenant, or any Related Entity of such principal; (iii) Landlord refuses to relet the Premises to any person or entity whose creditworthiness is not acceptable to Landlord in the exercise of its affiliates lease reasonable discretion; (iv) Landlord refuses to relet the Premises to any person or entity because the use proposed to be made of the Premises by such prospective tenant is not general office use of a type and nature consistent with that of the other tenants in the portions of the Building Project leased or held for lease for general office purposes as of the date Tenant defaults under this Lease (by way of illustration, but not limitation, call center or other projects owned by high-density use, government offices, consular offices, doctor’s offices or medical or dental clinics or laboratories, or schools would not be uses consistent with that of other tenants in the Project), or such use would, in Landlord’s reasonable judgment, impose unreasonable or excessive demands upon the Building systems, equipment or facilities; (v) Landlord refuses to relet the Premises to any person or entity, or any affiliate of such person or entity, who has been engaged in litigation with Landlord or any of its affiliates affiliates; (vi) Landlord refuses to relet the Premises because the tenant or the terms and provisions of the proposed lease are not approved by the holders of any liens or security interests in the same geographic areaBuilding, before reletting all or would cause Landlord to be in default of, or to be unable to perform any portion of its covenants or obligations under, any agreements between Landlord and any third party; (vii) Landlord refuses to relet the Premises because the proposed tenant is unwilling to execute and deliver Landlord’s standard lease form, with such commercially reasonable modifications acceptable to Landlord, or such tenant requires improvements to the Premises to be paid at Landlord’s cost and expense; (viii) Landlord refuses to relet the Premises to a person or entity whose character or reputation, or the nature of such prospective tenant’s business, would not be acceptable to Landlord in its reasonable discretion; (ix) Landlord refuses to expend any material sums of money to market the Premises in excess of the Premisessums Landlord typically expends in connection with the marketing of other space in the Project. As used in this Section 20.3, and (iii) any failure to mitigate as described herein with respect to any period of time shall only reduce the Rent and other amounts to which Landlord an “affiliate” means a person or entity that controls, is entitled hereunder by the reasonable rental value of the Premises during such period. In recognition that the value of the Building depends on the rental rates and terms of leases therein, Landlord's rejection of a prospective replacement tenant based on an offer of rentals below Landlord's published rates for new leases of comparable space at the Building at the time in questioncontrolled by, or at Landlord's option, below the rates provided in this Lease, is under common control with another person or containing terms less favorable than those contained herein, shall not give rise to a claim by Tenant that Landlord failed to mitigate Landlord's damagesentity.

Mitigation of Damages. If Landlord terminates and Tenant will each exercise commercially reasonable efforts to mitigate the damages caused by the other party’s breach of this Lease or Tenant's Lease. Efforts to mitigate damages will not be construed as a waiver of the non-breaching party’s right to recover damages. For the purposes of this Article 20.C., marketing of the Premises in a manner similar to the way Landlord markets its other premises shall be deemed to satisfy Landlord’s obligation to use such “commercially reasonable efforts.” In no event shall Landlord be required (i) to solicit or entertain negotiations with any other prospective tenants for the Premises until Landlord obtains full and complete possession of the PremisesPremises including, Landlord shall have no obligation to mitigate Landlord's damages except to without limitation, the extent required by applicable law. If Landlord has not terminated this Lease or Tenant's undisputed right to possession re-let the Premises free of the Premisesany claim of Tenant, Landlord shall have no obligation (ii) to mitigate under any circumstances and may permit lease the Premises to remain vacant or abandoned. If a tenant whose proposed use, in Landlord’s bona fide judgment, would violate any restrictions by which Landlord is required bound, (iii) to mitigate damages re-let the Premises before leasing other comparable vacant space in the Building (unless the prospective tenant is directly obtained and presented to Landlord as provided herein: a result of Tenant’s marketing efforts and otherwise satisfies all other requirements of prospective tenants contained in this Lease), (iiv) Landlord shall be required only to use reasonable efforts to mitigate, which shall not exceed such efforts as Landlord generally uses to lease other the Premises for a rental less than the current fair market rental then prevailing for similar office space in the Building, or (iiv) Landlord will to enter into a lease with any proposed tenant that does not be deemed have, in Landlord’s reasonable opinion, sufficient financial resources to have failed to mitigate if Landlord or its affiliates lease any other portions of the Building or other projects owned by Landlord or its affiliates in the same geographic area, before reletting all or any portion of the Premises, and (iii) any failure to mitigate as described herein with respect to any period of time shall only reduce the Rent and other amounts to which Landlord is entitled hereunder by the reasonable rental value of the Premises during such periodsatisfy a typical office tenant’s obligations under an office lease. In recognition that the value of the Building depends on the rental rates and terms of leases thereinno event, Landlord's rejection of a prospective replacement tenant based on an offer of rentals below Landlord's published rates for new leases of comparable space at the Building at the time in question, or at Landlord's option, below the rates provided in this Lease, or containing terms less favorable than those contained hereinhowever, shall Tenant’s liability hereunder be diminished or reduced if or to the extent such reasonable efforts of Landlord to re-let are not give rise to a claim by Tenant that Landlord failed to mitigate Landlord's damagessuccessful.

Mitigation of Damages. If Landlord terminates this Lease or Tenant's right to possession of the Premises, Landlord shall have no obligation to mitigate Landlord's damages except to the extent required by applicable law. If Landlord has not terminated this Lease or Tenant's right to possession of the Premises, Landlord shall have no obligation to reasonably attempt (but does not guarantee that it will) mitigate under any circumstances and may permit the Premises to remain vacant or abandoned. If Landlord is required to mitigate its damages as provided herein: (iA) Landlord shall be required only to use reasonable efforts to mitigate, which shall not exceed such efforts as Landlord generally uses to lease other space in the Building, (iiB) Landlord will not be deemed to have failed to mitigate if Landlord or its affiliates lease any other portions of the Building or other projects owned by Landlord or its affiliates in the same geographic area, before reletting all or any portion of the Premises, and (iiiC) any failure to mitigate as described herein with respect to any period of time shall only reduce the Rent and other amounts to which Landlord is entitled hereunder by the reasonable rental value of the Premises during such period. In recognition that the value of the Building depends on the rental rates and terms of leases therein, Landlord's rejection of a prospective replacement tenant based on an offer of rentals below Landlord's published rates for new leases of comparable space at the Building at the time in question, or at Landlord's option, below the rates provided in this Lease, or containing terms less favorable than those contained herein, shall not give rise to a claim by Tenant that Landlord failed to mitigate Landlord's damages.

Mitigation of Damages. If Landlord terminates this Lease or Tenant's right to possession of the Premisespossession, Landlord shall have no obligation to mitigate Landlord's damages except to the extent required by applicable law. If Landlord has not terminated this Lease or Tenant's right to possession of the Premisespossession, Landlord shall have no obligation to mitigate under any circumstances except to the extent required by applicable law and may permit the Leased Premises to remain vacant or abandoned. If Landlord is required by applicable law to mitigate damages as provided hereinunder this Lease: (i1) Landlord shall be required only to use reasonable efforts to mitigate, which shall not exceed such efforts as Landlord generally uses to lease other space in the Buildingcomparable Cincinnati office buildings, (ii2) Landlord will not be deemed to have failed to mitigate if Landlord or its affiliates lease leases any other portions of the Building or other projects owned by Landlord or its affiliates in the same geographic area, before reletting all or any portion of the Leased Premises, and (iii3) any failure Landlord shall not be deemed to have failed to mitigate as described herein with respect to any period of time shall only reduce the Rent and other amounts to which Landlord is entitled hereunder by the reasonable rental value of the Premises during such periodif it incurs Reletting Costs. In recognition that the value of the Building depends on the rental rates and terms of leases therein, Landlord's rejection of a prospective replacement tenant based on an offer of rentals below Landlord's reasonable published rates for new leases of comparable space at the Building at the time in question, or at Landlord's option, below the rates provided in this Lease, or containing terms less favorable than those contained herein, shall not give rise to a claim by Tenant that Landlord failed to mitigate Landlord's damages.