Common use of Partial Taking Clause in Contracts

Partial Taking. In the event that (a) more than twenty-five percent (25%) of the floor area of any of the Premises is taken under the power of eminent domain; or (b) by reason of any appropriation or taking, regardless of the amount so taken, the remainder of any of the Premises is not one undivided parcel of property; or (c) as a result of any taking, regardless of the amount so taken, the remainder of any of the Premises is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteria, Tenant shall have the right, in addition to its rights under Article 24, to terminate this Lease with respect to such taken Premises, upon giving notice in writing of such election within sixty (60) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date of termination. In the event of such termination, upon Tenant’s payment to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give to the other party notice in writing thereof. If this Lease is not terminated, Tenant shall remain in that portion of the Premises not so taken and Tenant, at Tenant’s sole cost and expense, shall restore the remaining portion of the Premises as soon as possible to a complete unit of the quality and character as existed prior to such taking. Landlord agrees to reimburse Tenant for the cost of restoration, but in no event shall Landlord’s obligation to reimburse Tenant for the cost of restoring the remaining portion of the Premises exceed the amount of award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting in the need for restoration. So long as this Lease is not terminated in the manner provided above, there shall be an adjustment of the Annual Rent payable by Tenant hereunder for the Premises by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises under the power of eminent domain.

Partial Taking. In If title to less than the event that (a) more than twenty-five percent (25%) whole of the floor area Leased Property is condemned, and the Leased Property is still suitable for its Primary Intended Use, and not Uneconomic for its Primary Intended Use, or if Lessee or Lessor is entitled but neither elects to terminate this Lease as provided in Section 15.3, Lessee at its cost shall with all reasonable dispatch, but only to the extent of any condemnation awards made available to Lessee and any other sums advanced by Lessor pursuant to the next sentence, restore the untaken portion of any Leased Improvements so that such Leased Improvements constitute a complete architectural unit of the Premises is taken same general character and condition (as nearly as may be possible under the power of eminent domain; or (b) by reason of any appropriation or taking, regardless of the amount so taken, the remainder of any of the Premises is not one undivided parcel of property; or (ccircumstances) as a result the Leased Improvements existing immediately prior to the Condemnation. If the condemnation awards are not adequate to restore the Facility to that condition, each of Lessor and Lessee shall have the right to terminate this Lease, without in any takingway affecting any other leases in effect between Lessor and Lessee, regardless of by giving Notice to the amount so takenother; provided, the remainder of any of the Premises however that, if such termination is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteriaLessee, Tenant Lessor shall have the right, in addition to its rights under Article 24sole discretion, to terminate nullify the termination and keep this Lease with respect to such taken Premisesin full force by providing, upon giving notice in writing of such election within sixty thirty (6030) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date Lessee's Notice of termination. In , a Notice to Lessee of Lessor's unconditional, legally binding obligation to be responsible for all restoration costs in excess of the event of such termination, upon Tenant’s payment to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give to the other party notice in writing thereofcondemnation awards. If this Lease is not terminatedterminated and Lessee restores the Facility, Tenant the condemnation awards, and any other sums made available by Lessor as aforesaid, shall remain be held in that portion trust by Lessor and paid out by Lessor from time to time for the reasonable costs of such restoration upon satisfaction of reasonable terms and conditions, and any excess awards remaining after such restoration shall be retained by Lessor unless the partial condemnation materially impairs the operations or financial performance of the Premises not so taken Facility, in which latter event the award shall be equitably apportioned between Lessor and Tenant, at Tenant’s sole cost and expense, shall restore Lessee in proportion to the remaining portion then fair market values of the Premises as soon as possible respective estates and interests of Lessor and Lessee in and to a complete unit of the quality Leased Property and character as existed prior to such taking. Landlord agrees to reimburse Tenant for the cost of restoration, but in no event shall Landlord’s obligation to reimburse Tenant for the cost of restoring the remaining portion of the Premises exceed the amount of award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting in the need for restoration. So long as under this Lease is not terminated in the manner provided above, there shall be an adjustment of the Annual Rent payable by Tenant hereunder for the Premises by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises under the power of eminent domainLease.

Partial Taking. In If title to the event that fee of less than the whole of a Leased Property shall be so taken or condemned, Lessee shall give Lessor Notice of such partial taking or condemnation within five (a5) more than twenty-five percent (25%) Business Days of the floor area of any of the Premises occurrence thereof. If such Leased Property is taken under the power of eminent domain; still suitable for its Primary Intended Use, or (b) by reason of any appropriation if Lessee or takingLessor shall be so entitled, regardless of the amount so taken, the remainder of any of the Premises is but shall not one undivided parcel of property; or (c) as a result of any taking, regardless of the amount so taken, the remainder of any of the Premises is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteria, Tenant shall have the right, in addition to its rights under Article 24, elect to terminate this Master Lease with respect to such taken PremisesLeased Property as provided in Section 15.3 hereof, upon giving notice in writing Lessee shall with all reasonable dispatch restore the untaken portion of the Leased Improvements on such election Leased Property so that such Leased Improvements shall constitute a complete architectural unit of the same general character and condition (as nearly as may be possible under the circumstances) as the Leased Improvements existing immediately prior to such Condemnation or Taking. Lessee shall commence the restoration of the Facility on such Leased Property within sixty (60) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that Partial Taking, and shall complete the restoration within the Reconstruction Period following such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent Partial Taking. Lessor shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date of termination. In the event of such termination, upon Tenant’s payment to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give contribute to the other party notice in writing thereof. If this Lease is not terminated, Tenant shall remain in that cost of restoration such portion of the Premises Condemnation Award payable to Lessor, if any, together with severance and other damages awarded for taken Leased Improvements, provided, however, the amount of such contribution shall not so taken and Tenant, at Tenant’s sole cost and expense, shall restore the remaining portion of the Premises as soon as possible to a complete unit of the quality and character as existed prior to such taking. Landlord agrees to reimburse Tenant for exceed the cost of restoration. As long as no Event of Default has occurred hereunder, but if the Award is in an amount less than the Self-Administered Amount, Lessor shall pay the same to Lessee. As long as no event Event of Default has occurred hereunder, if the Award is in an amount more than the Self-Administered Amount, Lessor shall Landlord’s obligation to reimburse Tenant for make the cost of restoring the remaining portion of the Premises exceed Award to which it is entitled available to Lessee in the amount of award of compensation that Landlord receives same manner as is provided in Section 14.9 for a partial taking of that portion insurance proceeds in excess of the Premises resulting in the need for restorationSelf-Administered Amount. So long as this Lease is not terminated in the manner provided above, there The Base Rent shall be an adjustment of the Annual Rent payable by Tenant hereunder for the Premises reduced by reason of any partial taking as set forth such Partial Taking to an amount agreed upon by Lessor and Lessee. If Lessor and Lessee cannot agree upon a new Base Rent, then the Base Rent for such Facility shall be proportionately reduced in Section 15.05 below. Tenant hereby waives any statutory rights accordance with the number of termination which may arise licensed beds no longer operable at such Facility solely by reason of the Partial taking. If Lessee fails to make the election or if it elects not to restore, or if it fails to commence or complete the restoration within the time limits specified in this Section 15.5, then Lessee shall be deemed to have elected to purchase such affected Leased Property for a purchase price equal to the Minimum Purchase Price. If Lessee fails to make the election to terminate this Lease as to the affected Leased Property or if it is required to restore the affected Leased Property but thereafter fails to commence or complete the restoration within the time periods specified in this Section 15.5, then Lessee shall be deemed to have elected to purchase such affected Leased Property for a purchase price equal to the Minimum Purchase Price. Lessee shall complete the purchase within (i) one hundred eighty (180) days of the Partial Taking if Lessee elects not to restore or (ii) sixty (60) days after the end of the Reconstruction Period in the event Lessee elects, but fails, to restore the affected Leased Property. In any partial taking such purchase, Lessee shall receive a credit for the portion of any of the Premises under the power of eminent domainAward retained by Lessor.

Partial Taking. In Subject to any Loan Documents, in case of a Taking of less than all of the event that Leased Property, Lessor shall receive the entire award for the Taking and, except as specifically set forth in this Section, no claim or demand of any kind shall be made by Lessee against Lessor or any other party who could, by virtue of a claim against it, make a claim against Lessor by reason of such Taking. (a) more In the case of a Taking of a portion, but less than twenty-five percent (25%) all, of the floor area Leased Property, Lessee shall determine, in Lessee’s reasonable discretion, whether the remaining Project (after Restoration referred to in (c), below (i) can be used for the Primary Intended Use and (ii) will allow Lessee to complete the Restoration for an amount not to exceed the proceeds from the Taking. If it is determined by Lessee that the remaining Leased Property cannot be used for the Primary Intended Use, then and in such event this Lease shall terminate as of the Vesting Date and the Base Rent, Percentage Rent and Additional Charges shall be apportioned and paid to the date of termination and no other claim or demand of any of the Premises is taken under the power of eminent domain; or (b) kind shall be made by Lessor against Lessee by reason of any appropriation such termination. If it is determined that Lessee cannot complete the Restoration for an amount that is less than or taking, regardless of equal to the amount so taken, proceeds from the remainder of any of the Premises is not one undivided parcel of property; or (c) as a result of any taking, regardless of the amount so taken, the remainder of any of the Premises is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant Taking then and in good faith and based on commercially reasonable standards and criteria, Tenant shall have the right, in addition to its rights under Article 24, such event Lessee can elect to terminate this Lease with respect to such taken Premisesas of the Vesting Date and the Base Rent, upon giving notice in writing of such election within sixty (60) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Percentage Rent and other amounts accruing hereunder through Additional Charges shall be apportioned and paid to the date of termination. In the event termination and no other claim or demand of any kind shall be made by Lessor against Lessee by reason of such termination; provided, upon Tenant’s payment however, that if there is at least 24 months remaining in the Term, Lessor may agree to Landlord of all rents and other amounts accruing hereunder through such date and pay the excess Restoration expenses in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give to the other party notice in writing thereof. If case this Lease is shall not terminated, Tenant terminate and Lessee shall remain in that portion undertake the Restoration of the Premises not so taken and TenantProject in accordance with the terms of (c), at Tenant’s sole cost and expensebelow. (b) If, shall restore in the remaining portion case of a Taking of less than all of the Premises as soon as possible to a complete unit of the quality and character as existed prior to such taking. Landlord agrees to reimburse Tenant for the cost of restorationLeased Property, but in no event shall Landlord’s obligation to reimburse Tenant for the cost of restoring the remaining portion of the Premises exceed the amount of award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting in the need for restoration. So long as this Lease is not terminated in accordance with the manner provided provisions of (a) above, there this Lease shall continue in full force and effect as to the remaining portion of the Leased Property without any reduction in the Base Rent and Percentage Rent, except as expressly provided in Section 15.3. No such partial taking shall operate as or be deemed an eviction of Lessee from that portion of the Leased Property not affected by such partial Taking or in any way terminate, diminish, suspend, xxxxx or impair the obligation of Lessee to observe and perform fully all the covenants of this Lease on the part of Lessee to be performed with respect to the remainder of the Leased property unaffected by the partial Taking, except as to any reduction (if any) in the Base Rent and Percentage Rent as expressly provided in Section 15.3. (c) If, in the case of a Taking of less than all of the Leased Property, this Lease is not terminated in accordance with the provisions of (a) above, Lessee shall, prior to the expiration of the Term of this Lease, commence and proceed with reasonable diligence to complete the Restoration provided, however, that Lessor shall, in this case, make the award in the Condemnation Proceedings and, in the case of (a) above, such award plus any excess funds due from Lessor, available to Lessee to be utilized for Restoration of the Leased Property in the following manner, and subject to the following conditions and provisions. Lessor shall be an adjustment entitled to receive and retain the remainder of the Annual Rent payable by Tenant hereunder for award not needed to complete the Premises by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of Restoration (the Premises under the power of eminent domain.“Surplus”)

Partial Taking. In Unless this Lease shall be terminated as aforesaid, Tenant shall, with reasonable promptness (subject to delays covered by matters beyond Tenant’s reasonable control), cause the remainder of the Premises to be repaired and restored to a complete architectural unit as nearly as commercially reasonably possible to their value, condition and character immediately prior to such taking, provided that Tenant shall comply with the provisions of Section 7.2 above. For such purposes, in the event that (a) more than twenty-five percent (25%) of the floor area of any of the Premises is taken under the power of eminent domain; or (b) by reason of any appropriation or taking, regardless of the amount so taken, the remainder of any of the Premises is not one undivided parcel of property; or (c) as a result of any taking, regardless of the amount so taken, the remainder of any of the Premises is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant encumbers its interest in good faith and based on commercially reasonable standards and criteria, Tenant shall have the right, in addition to its rights under Article 24, to terminate this Lease with respect to such taken Premises, upon giving notice in writing of such election within sixty (60) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject the full amount of the Tenant’s Interest in the Award will be deposited with the Leasehold Mortgagee, and Leasehold Mortgagee shall disburse such Award to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through applied towards the date of termination. In the event cost of such termination, upon Tenant’s payment to Landlord of all rents repairs and other amounts accruing hereunder through such date and restorations in connection accordance with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as procedures set forth in Section 15.05 below7.3 above. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give to the other party notice in writing thereof. If this Lease is not terminated, Tenant shall remain in that Any portion of the Premises not so taken and Tenant, at Tenant’s sole cost and expense, Interest in the Award that shall restore the remaining portion not have been expended for such repairs or restorations shall be paid to Landlord in respect of the Premises as soon as possible to a complete unit of the quality and character as existed prior to such taking. Landlord agrees to reimburse Tenant for the cost of restoration, but in no event shall Landlord’s obligation Interest and to reimburse Tenant for in respect of Tenant’s Interest. Notwithstanding the cost of restoring foregoing to the remaining portion of the Premises exceed the amount of award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting contrary, in the need for restoration. So long as this Lease is not terminated event Tenant encumbers its interest in the manner provided abovePremises, there the Tenant’s Interest in the Award shall be an adjustment disbursed in accordance with the terms and provisions of such leasehold mortgage, and Leasehold Mortgagee may, in its reasonable discretion, direct that the Annual Rent payable by Tenant hereunder for Tenant’s Interest in the Premises by reason Award be applied to the repayment of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises under the power of eminent domainTenant’s indebtedness to Leasehold Mortgagee.

Partial Taking. In the event of a Partial Taking of a Facility, Tenant shall commence and diligently proceed to restore the untaken portion of the Leased Improvements on the applicable Leased Property so that such Leased Improvements shall constitute a complete architectural unit (a) more than twenty-five percent (25%if applicable) of the floor area of any of the Premises is taken same general character and condition (as nearly as may be possible under the power of eminent domain; or (b) by reason of any appropriation or taking, regardless of the amount so taken, the remainder of any of the Premises is not one undivided parcel of property; or (ccircumstances) as the Leased Improvements existing immediately prior to such Partial Taking; provided, however, that if a result of any taking, regardless of the amount so taken, the remainder of any of the Premises is rendered unsuitable Partial Taking renders a Facility Unsuitable for the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteriaIts Primary Intended Use, Tenant shall have the right, in addition exercisable by written notice to its rights under Article 24Landlord within thirty (30) days after such Partial Taking is final without appeal permitted, and before the Condemnor takes possession, to terminate this Lease with respect to such taken Premisespurchase the affected Facility for the Facility Purchase Price, upon giving notice in writing of such election which purchase shall be completed within sixty (60) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date of termination. In the event of such termination, upon Tenant’s payment to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give to the other party notice in writing thereof. If this Lease is not terminated, Tenant shall remain in that portion of the Premises not so taken and Tenant, at Tenant’s sole cost and expense, shall restore the remaining portion of the Premises as soon as possible to a complete unit of the quality and character as existed prior to such takingnotice. Landlord agrees shall contribute to reimburse Tenant for the cost of restoration, but in no event or if Tenant elects to purchase the affected Facility, Landlord shall Landlord’s obligation pay over to reimburse Tenant Tenant, any Award payable to Landlord for such Partial Taking; provided, however, that the amount of such contribution shall not exceed the cost of restoring the remaining portion of the Premises exceed the amount of award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting in the need for restoration. So long as this Lease If (a) Tenant elects to restore the Facility and (b) no Event of Default is not terminated then continuing, then Landlord shall make the Award available to Tenant in the manner provided above, there in Section 14.10 hereof. The Base Rent shall be an adjustment of the Annual Rent payable by Tenant hereunder for the Premises reduced by reason of any partial taking as set forth such Partial Taking to an amount agreed upon by Landlord and Tenant, and if Landlord and Tenant cannot agree upon a new Base Rent, the new Base Rent amount shall be equal to the Base Rent prior to the Partial Taking, reduced in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any proportion to the reduction in the Fair Rental Value of the Premises under affected Facility of Leased Property resulting from the power of eminent domainPartial Taking.

Partial Taking. In case of a Taking other than a Total Taking (a "Partial Taking") during the event that Lease Term, Lessee shall give prompt notice thereof to Lessor, Indenture Trustee and the Participants and Lessee shall have the following options: (a1) more than twenty-five percent (25%) of to the floor area of any of extent the Premises is taken under the power of eminent domain; or (b) by reason of any appropriation or takingTaking relates to an Improvement, regardless of the amount so taken, the remainder of any of the Premises is not one undivided parcel of property; or (c) as a result of any taking, regardless of the amount so taken, the remainder of any of the Premises is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteria, Tenant Lessee shall have the right, at its sole cost and expense, to construct a replacement Improvement on the Site which has a Fair Market Value, expected residual value, condition, utility and remaining economic useful life at least equal to the Improvement which is the subject of the Taking, (2) to replace the Leased Property within ONE HUNDRED EIGHTY (180) days after such notice in addition to its rights under Article 24, accordance with Section 5.2 or (3) to terminate this Lease with respect to such taken Premises, upon giving notice in writing that part of such election within sixty (60) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, Leased Property subject to Landlord’s prior written consentthe Partial Taking on the date title thereto vests in the condemning authority responsible for the Taking, which consent provided that if the option referred to in clause (3) is elected, at its cost, Lessee shall not be unreasonably withheld) provided Tenant restore so much of the Leased Property as remains to good condition and repair, in compliance with Applicable Law. In each case, Lessee shall continue to remain liable for the performance in full of all of its obligations under this Lease, including, without limitation, the obligation to pay Annual Rent in full Rent, Stipulated Loss Value, and all other amounts accruing hereunder through due and owing under this Lease without any reduction, abatement or limitation. The option referred to in clause (1) must be elected prior to the date that title vests in the condemning authority responsible for the Taking, and shall be accompanied by an Officer's Certificate of termination. In Lessee with respect to the event cost of such termination, upon Tenant’s payment to Landlord construction of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof replacement Improvement and the Annual Rent shall be adjusted as set forth in Section 15.05 belowestimated time for completion thereof. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give Any condemnation proceeds attributable to the other party notice in writing thereof. If this Lease is not terminated, Tenant shall remain in that portion of the Premises not so taken Leased Property subject to the Partial Taking shall be paid to Lessee for application to all expenses of Lessor, Lessee, the Participants and Tenant, at Tenant’s sole cost Indenture Trustee (if the Loan is outstanding and expense, shall restore the remaining portion Liens of the Premises as soon as possible to a complete unit of the quality Security Documents have not been discharged and character as existed prior to such taking. Landlord agrees to reimburse Tenant for released) under this Section 15.2 (including, without limitation, reasonable attorneys' fees and expenses) and the cost of restorationconstruction as described in clause (1), but in no event shall Landlord’s obligation to reimburse Tenant for the cost of restoring replacement as described in clause (2) or the remaining portion cost of restoration as described in clause (3) of the Premises exceed the amount first sentence of award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting in the need for restoration. So long as this Lease is not terminated in the manner provided above, there shall be an adjustment of the Annual Rent payable by Tenant hereunder for the Premises by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises under the power of eminent domain15.

Partial Taking. In If title to less than the event that (a) more than twenty-five percent (25%) whole of the floor area Leased Property is condemned, and the Leased Property is still suitable for its Primary Intended Use and not Uneconomic for its Primary Intended Use, or if Lessee or Lessor is entitled but neither elects to terminate this Lease as provided in Section 15.3, Lessee at its cost shall with all reasonable dispatch, but only to the extent of any condemnation awards made available to Lessee and any other sums advanced by Lessor pursuant to the next sentence, restore the untaken portion of any Leased Improvements so that such Leased Improvements constitute a complete architectural unit of the Premises is taken same general character and condition (as nearly as may be possible under the power of eminent domain; or (b) by reason of any appropriation or taking, regardless of the amount so taken, the remainder of any of the Premises is not one undivided parcel of property; or (ccircumstances) as a result the Leased Improvements existing immediately prior to the Condemnation. If the condemnation awards are not adequate to restore the Facility to that condition, each of Lessor and Lessee shall have the right to terminate this Lease, without in any takingway affecting any other leases in effect between Lessor and Lessee, regardless of by giving Notice to the amount so takenother; provided, the remainder of any of the Premises however that, if such termination is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteriaLessee, Tenant Lessor shall have the right, in addition to its rights under Article 24sole discretion, to terminate nullify the termination and keep this Lease with respect to such taken Premisesin full force by providing, upon giving notice in writing of such election within sixty thirty (6030) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date Lessee's Notice of termination. In , a Notice to Lessee of Lessor's unconditional, legally binding obligation to be responsible for all restoration costs in excess of the event of such termination, upon Tenant’s payment to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give to the other party notice in writing thereofcondemnation awards. If this Lease is not terminatedterminated and Lessee restores the Facility, Tenant the condemnation awards, and any other sums made available by Lessor as aforesaid, shall remain be held in that portion trust by Lessor and paid out by Lessor from time to time for the reasonable costs of such restoration upon satisfaction of reasonable terms and conditions, and any excess awards remaining after such restoration shall be retained by Lessor unless the partial condemnation materially impairs the operations or financial performance of the Premises not so taken Facility, in which latter event the award shall be equitably apportioned between Lessor and Tenant, at Tenant’s sole cost and expense, shall restore Lessee in proportion to the remaining portion then fair market values of the Premises as soon as possible respective estates and interests of Lessor and Lessee in and to a complete unit of the quality Leased Property and character as existed prior to such taking. Landlord agrees to reimburse Tenant for the cost of restoration, but in no event shall Landlord’s obligation to reimburse Tenant for the cost of restoring the remaining portion of the Premises exceed the amount of award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting in the need for restoration. So long as under this Lease is not terminated in the manner provided above, there shall be an adjustment of the Annual Rent payable by Tenant hereunder for the Premises by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises under the power of eminent domainLease.

Partial Taking. In Subject to any Loan Documents, in case of a Taking of less than all of the event that Leased Property, Lessor shall receive the entire award for the Taking and, except as specifically set forth in this Section, no claim or demand of any kind shall be made by Lessee against Lessor or any other party who could, by virtue of a claim against it, make a claim against Lessor by reason of such Taking. (a) more In the case of a Taking of a portion, but less than twenty-five percent (25%) all, of the floor area Leased Property, Lessee shall determine, in Lessee’s reasonable discretion, whether the remaining Project (after Restoration referred to in (c), below (i) can be used for the Primary Intended Use and (ii) will allow Lessee to complete the Restoration for an amount not to exceed the proceeds from the Taking. If it is determined by Lessee that the remaining Leased Property cannot be used for the Primary Intended Use, then and in such event this Lease shall terminate as of the Vesting Date and the Base Rent, Percentage Rent and Additional Charges shall be apportioned and paid to the date of termination and no other claim or demand of any of the Premises is taken under the power of eminent domain; or (b) kind shall be made by Lessor against Lessee by reason of any appropriation such termination. If it is determined that Lessee cannot complete the Restoration for an amount that is less than or taking, regardless of equal to the amount so taken, proceeds from the remainder of any of the Premises is not one undivided parcel of property; or (c) as a result of any taking, regardless of the amount so taken, the remainder of any of the Premises is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant Taking then and in good faith and based on commercially reasonable standards and criteria, Tenant shall have the right, in addition to its rights under Article 24, such event Lessee can elect to terminate this Lease with respect to such taken Premisesas of the Vesting Date and the Base Rent, upon giving notice in writing of such election within sixty (60) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Percentage Rent and other amounts accruing hereunder through Additional Charges shall be apportioned and paid to the date of termination. In the event termination and no other claim or demand of any kind shall be made by Lessor against Lessee by reason of such termination; provided, upon Tenant’s payment however, that if there is at least 24 months remaining in the Term, Lessor may agree to Landlord of all rents and other amounts accruing hereunder through such date and pay the excess Restoration expenses in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give to the other party notice in writing thereof. If case this Lease is shall not terminated, Tenant terminate and Lessee shall remain in that portion undertake the Restoration of the Premises not so taken and TenantProject in accordance with the terms of (c), at Tenant’s sole cost and expensebelow. (b) If, shall restore in the remaining portion case of a Taking of less than all of the Premises as soon as possible to a complete unit of the quality and character as existed prior to such taking. Landlord agrees to reimburse Tenant for the cost of restorationLeased Property, but in no event shall Landlord’s obligation to reimburse Tenant for the cost of restoring the remaining portion of the Premises exceed the amount of award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting in the need for restoration. So long as this Lease is not terminated in accordance with the manner provided provisions of (a) above, there this Lease shall continue in full force and effect as to the remaining portion of the Leased Property without any reduction in the Base Rent and Percentage Rent, except as expressly provided in Section 15.3. No such partial taking shall operate as or be deemed an eviction of Lessee from that portion of the Leased Property not affected by such partial Taking or in any way terminate, diminish, suspend, axxxx or impair the obligation of Lessee to observe and perform fully all the covenants of this Lease on the part of Lessee to be performed with respect to the remainder of the Leased property unaffected by the partial Taking, except as to any reduction (if any) in the Base Rent and Percentage Rent as expressly provided in Section 15.3. (c) If, in the case of a Taking of less than all of the Leased Property, this Lease is not terminated in accordance with the provisions of (a) above, Lessee shall, prior to the expiration of the Term of this Lease, commence and proceed with reasonable diligence to complete the Restoration provided, however, that Lessor shall, in this case, make the award in the Condemnation Proceedings and, in the case of (a) above, such award plus any excess funds due from Lessor, available to Lessee to be utilized for Restoration of the Leased Property in the following manner, and subject to the following conditions and provisions. Lessor shall be an adjustment entitled to receive and retain the remainder of the Annual Rent payable by Tenant hereunder for award not needed to complete the Premises by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of Restoration (the Premises under the power of eminent domain“Surplus”).

Partial Taking. In the event of a Partial Taking of the Facility, Tenant shall commence and diligently proceed to restore the untaken portion of the Leased Improvements on the Leased Property so that such Leased Improvements shall constitute a complete architectural unit (a) more than twenty-five percent (25%if applicable) of the floor area of any of the Premises is taken same general character and condition (as nearly as may be possible under the power of eminent domain; or (b) by reason of any appropriation or taking, regardless of the amount so taken, the remainder of any of the Premises is not one undivided parcel of property; or (ccircumstances) as the Leased Improvements existing immediately prior to such Partial Taking; provided, however, that if a result of any taking, regardless of Partial Taking renders the amount so taken, the remainder of any of the Premises is rendered unsuitable Facility Unsuitable for the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteriaIts Primary Intended Use, Tenant shall have the right, in addition exercisable by written notice to its rights under Article 24Landlord within thirty (30) days after such Partial Taking is final without appeal permitted, and before the Condemnor takes possession, to terminate this Lease with respect to such taken Premisespurchase the Facility for the Facility Purchase Price, upon giving notice in writing of such election which purchase shall be completed within sixty (60) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date of termination. In the event of such termination, upon Tenant’s payment to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give to the other party notice in writing thereof. If this Lease is not terminated, Tenant shall remain in that portion of the Premises not so taken and Tenant, at Tenant’s sole cost and expense, shall restore the remaining portion of the Premises as soon as possible to a complete unit of the quality and character as existed prior to such takingnotice. Landlord agrees shall contribute to reimburse Tenant for the cost of restoration, but in no event or if Tenant elects to purchase the Facility, Landlord shall Landlord’s obligation pay over to reimburse Tenant Tenant, any Award payable to Landlord for such Partial Taking; provided, however, that the amount of such contribution shall not exceed the cost of restoring restoration. If (a) Tenant elects to restore the remaining portion Facility, (b) no Event of Default is then continuing and (c) the Award is equal to or less than the Approval Threshold, then Landlord's contribution shall be made to Tenant prior to the commencement of the Premises exceed the amount of award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting in the need for restoration. So long as this Lease If (a) Tenant elects to restore the Facility, (b) no Event of Default is not terminated then continuing and (c) the Award is more than the Approval Threshold, then Landlord shall make the Award available to Tenant in the manner provided above, there in Section 14.10 hereof for insurance proceeds in excess of the Approval Threshold. The Base Rent shall be an adjustment of the Annual Rent payable by Tenant hereunder for the Premises reduced by reason of any partial taking as set forth such Partial Taking to an amount agreed upon by Landlord and Tenant, and if Landlord and Tenant cannot agree upon a new Base Rent, the new Base Rent amount shall be equal to the Base Rent prior to the Partial Taking, reduced in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any proportion to the reduction in the Fair Rental Value of the Premises under Facility or Leased Property resulting from the power of eminent domainPartial Taking.

Partial Taking. In Upon any such taking of less than the event that whole or substantially all of the Project Site, as promptly as possible a determination under the ESA shall be made as to whether the ESA shall be terminated pursuant to Section 7.1(c) thereof. (a) more than twenty-five percent (25%) of If the floor area of any of the Premises ESA is taken under the power of eminent domain; or (b) by reason of any appropriation or taking, regardless of the amount so taken, the remainder of any of the Premises is not one undivided parcel of property; or (c) terminated as a result of any such partial taking, regardless then this Lease shall be terminated concurrently with the termination of the amount so taken, the remainder of any of the Premises is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant in good faith ESA and based on commercially reasonable standards and criteria, Tenant shall have the right, in addition to its rights under Article 24, to terminate this Lease with respect to such taken Premises, upon giving notice in writing of such election within sixty (60) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date of termination. In the event of such termination, upon Tenant’s payment to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from share any liability thereafter accruing hereunder, except award or awards as to obligations hereunder which survive follows: (i) if the termination hereof and aggregate amount of such awards equals or exceeds (x) the Annual Rent shall be adjusted as set forth in purchase price then payable under Section 15.05 below. Each Party agrees immediately after learning 9.3 of any actual or contemplated appropriation or taking to give to the other party notice in writing thereof. If this Lease is not terminated, Tenant shall remain in that ESA plus (y) the fair value of the portion of the Premises not so Project Site being taken, then Landlord shall be entitled to receive an amount equal to the fair value of the Project Site being taken and Tenant shall be entitled to receive an amount equal to the purchase price which would then be payable under Section 9 of the ESA if the Project were then purchased by Landlord from Tenant pursuant to such section, and Landlord and Tenant shall each be entitled to receive an amount equal to fifty (50) percent of the amount (if any) by which the aggregate awards exceed the amount described in clauses (x) and (y) immediately preceding; and (ii) if the aggregate awards are less than an amount equal to the aggregate amount under clauses (i)(x) and (i)(y) preceding, (b) If the ESA is not terminated as a result of such partial taking, then (i) Tenant, at Tenant’s its sole cost and expense, shall restore complete Tenant's Work and comply with its obligations in respect of restoring the remaining portion Project set forth in Section 7.1(a) of the Premises as soon as possible ESA; (ii) this Lease shall continue and the Term shall not be reduced or affected in any way; and (iii) at Tenant's election, the award or awards made in connection with such taking shall be distributed to Tenant in whole or in part and the amount which Tenant receives shall be applied to the cost and expense of restoring the Project, with any excess deemed to be a complete unit payment in reduction of the quality "Investment in the Northwind Facilities" under the ESA. In the event such excess is applied to reduce the "Investment in the Northwind Facilities," the Contract Capacity Charge payable by Landlord under the ESA shall be reduced to reflect such payment (such reduction to be determined by assuming that such payment is applied 60% in reduction of debt incurred to finance the Project and character 40% as existed prior a return of Tenant's capital). If the ESA is not terminated, then, to such taking. Landlord agrees to reimburse Tenant for the cost of restoration, but in no event shall Landlord’s obligation to reimburse Tenant for extent (if any) that the cost of restoring the remaining portion Project exceeds any award or awards which are received by Tenant, the "Investment in the Northwind Facilities" shall be adjusted accordingly and Landlord's obligation to pay the Contract Capacity Charge under the ESA during the balance of the Premises exceed the amount of award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting term thereof then in the need for restoration. So long as this Lease is not terminated in the manner provided above, there effect shall be an adjustment of the Annual Rent payable by Tenant hereunder for the Premises by reason of any partial taking as set forth modified in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises under the power of eminent domainaccordance therewith.

Partial Taking. If only a part of the Leased Premises is taken for any public or quasi-public use or improvement by virtue of eminent domain, this Lease shall remain in effect as to that part of the Leased Premises not taken (unless so much of the Leased Premises shall be so taken as to render the balance, in the sole discretion of Lessee, unsuitable for use by Lessee for the uses and purposes contemplated, in which event this Lease shall terminate as provided in Section 6.1, Lessor and Lessee shall together make a single claim for their combined interests in the portion taken, and the award obtained shall be divided pursuant to Section 6.1 hereof), but the rentals shall be reduced during the unexpired portion of this Lease on a just and proportionate basis having due regard to the relative value of the portion of the Leased Premises so taken as compared to the remainder thereof and taking into consideration the extent, if any, to which Lessee's use of the remainder of the Leased Premises shall have been impaired or interfered with by reason of such partial taking. Lessee, at its option, may restore or repair the portion of the improvements, if any, then on the Leased Premises not taken by such condemnation. If no restoration is involved, the award shall be divided in accordance with Section 6.1. In the event that Lessee elects to restore or repair, Lessor and Lessee shall together make one claim for their combined interests in the Leased Premises and the net award (after deduction of reasonable fees and expenses of collection, including, but not limited to, reasonable attorneys and experts fees) shall be paid as follows: (a) more than twenty-five percent (25%) Lessee shall receive an amount equal to the cost of the floor area of any of the Premises is taken under the power of eminent domain; restoration or repair. (b) by reason of any appropriation or taking, regardless of the amount so taken, the remainder of any of the Premises is not one undivided parcel of property; or (c) as a result of any taking, regardless of the amount so taken, the remainder of any of the Premises is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteria, Tenant shall have the right, in addition to its rights under Article 24, to terminate this Lease with respect to such taken Premises, upon giving notice in writing of such election within sixty (60) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date of termination. In the event of such termination, upon Tenant’s payment to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent Any remaining award shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give to the other party notice in writing thereof. If this Lease is not terminated, Tenant shall remain in that portion of the Premises not so taken and Tenant, at Tenant’s sole cost and expense, shall restore the remaining portion of the Premises as soon as possible to a complete unit of the quality and character as existed prior to such taking. Landlord agrees to reimburse Tenant for the cost of restoration, but in no event shall Landlord’s obligation to reimburse Tenant for the cost of restoring the remaining portion of the Premises exceed the amount of award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting in the need for restoration. So long as this Lease is not terminated in the manner provided above, there shall be an adjustment of the Annual Rent payable by Tenant hereunder for the Premises by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises under the power of eminent domaindivided equally.

Partial Taking. In the event of a Partial Taking of a Facility, Tenant shall commence and diligently proceed to restore the untaken portion of the Leased Improvements on the applicable Leased Property so that such Leased Improvements shall constitute a complete architectural unit (a) more than twenty-five percent (25%if applicable) of the floor area of any of the Premises is taken same general character and condition (as nearly as may be possible under the power of eminent domain; or (b) by reason of any appropriation or taking, regardless of the amount so taken, the remainder of any of the Premises is not one undivided parcel of property; or (ccircumstances) as the Leased Improvements existing immediately prior to such Partial Taking; provided, however, that if a result of any taking, regardless of the amount so taken, the remainder of any of the Premises is rendered unsuitable Partial Taking renders a Facility Unsuitable for the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteriaIts Primary Intended Use, Tenant shall have the right, in addition exercisable by written notice to its rights under Article 24, to terminate this Lease with respect to such taken Premises, upon giving notice in writing of such election Landlord within sixty thirty (6030) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken such Partial Taking is final without appeal permitted, and before the Condemnor takes possession, to purchase the affected Facility for the Facility Purchase Price, which purchase shall be completed within ninety (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect 90) days of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date of termination. In the event of such termination, upon Tenant’s payment to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give to the other party notice in writing thereof. If this Lease is not terminated, Tenant shall remain in that portion of the Premises not so taken and Tenant, at Tenant’s sole cost and expense, shall restore the remaining portion of the Premises as soon as possible to a complete unit of the quality and character as existed prior to such takingnotice. Landlord agrees shall contribute to reimburse Tenant for the cost of restoration, but in no event or if Tenant elects to purchase the affected Facility, Landlord shall Landlord’s obligation pay over to reimburse Tenant Tenant, any Award payable to Landlord for such Partial Taking; provided, however, that the amount of such contribution shall not exceed the cost of restoring restoration. If (a) Tenant elects to restore the remaining portion Facility, (b) no Event of Default is then continuing and (c) the Award is equal to or less than the Approval Threshold, then Landlord's contribution shall be made to Tenant prior to the commencement of the Premises exceed the amount of award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting in the need for restoration. So long as this Lease If (a) Tenant elects to restore the Facility, (b) no Event of Default is not terminated then continuing and (c) the Award is more than the Approval Threshold, then Landlord shall make the Award available to Tenant in the manner provided above, there in Section 14.10 hereof for insurance proceeds in excess of the Approval Threshold. The Base Rent shall be an adjustment of the Annual Rent payable by Tenant hereunder for the Premises reduced by reason of any partial taking as set forth such Partial Taking to an amount agreed upon by Landlord and Tenant, and if Landlord and Tenant cannot agree upon a new Base Rent, the new Base Rent amount shall be equal to the Base Rent prior to the Partial Taking, reduced in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any proportion to the reduction in the Fair Rental Value of the Premises under affected Facility or Leased Property resulting from the power of eminent domainPartial Taking.

Partial Taking. In the event that (a) more If less than twenty-five percent (25%) such a material portion of the Premises shall be taken or condemned, as aforesaid, this Lease shall continue and shall remain in full force and effect; provided, however, that the Base Rent hereunder shall thereafter be reduced in an equitable manner in proportion to the reduction in value of the Premises for Tenant's use. The Base Rent shall be reduced to the product obtained when the Base Rent otherwise payable hereunder is multiplied by a fraction, the numerator of which shall be the total floor area of any the Building (expressed in square feet) remaining following the condemnation and restoration, and the denominator of which shall be the total floor area thereof (expressed in square feet) upon the Commencement Date. Such reduction in Base Rent shall first become effective as of the Premises is taken under the power of eminent domain; or (b) by reason of any appropriation or taking, regardless first day of the amount so takenmonth next succeeding the date of vesting of title in the condemning authority, the remainder of any of the Premises is not one undivided parcel of property; or (c) as a result of any taking, regardless of the amount so taken, the remainder of any of the Premises is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteria, Tenant shall have the right, in addition to its rights under Article 24, to terminate this Lease with respect to such taken Premises, upon giving notice in writing of such election within sixty (60) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual in any event diminish, reduce or xxxxx the Impositions, Additional Rent and other amounts accruing charges payable hereunder through the date of terminationby Tenant. In the event of such terminationa partial condemnation, upon Landlord shall promptly make, or cause to be made, all demolition, repairs, reconstruction, restoration, replacement or rebuilding and all other work necessary, as nearly as may be practicable, to restore the Building Elements to the utility and condition immediately prior to such taking (and including any new parking areas and/or demolition of the existing Building, to the extent the same may be reasonably necessary to accommodate Tenant’s 's use of the Premises after the condemnation). The net proceeds of the award in respect of such partial taking or condemnation, after the payment to Landlord of all rents fees and other amounts accruing hereunder through such date and expenses incurred in connection with the collection of such termination award, shall be paid over to Landlord, and shall be held in trust and shall be made available to Landlord as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except work progresses (subject to periodic delivery of appropriate architect's certifications as to obligations hereunder which survive the termination hereof cost of the required work remaining until full completion, and title company certifications as to the Annual Rent absence of any liens, or encumbrances relating to such work) for use in making payments when due for the demolition, repairs, restoration or replacement required under this Article 14, and pursuant to such controls and subject to such approvals as Landlord or Landlord's mortgagee shall reasonably require. If such proceeds shall be adjusted as set forth in Section 15.05 belowinsufficient to pay the entire cost of such work, Tenant agrees to pay the deficiency. Each Party agrees immediately At any time after learning the completion of any actual or contemplated appropriation or taking to give such work, the balance of the proceeds not theretofore used pursuant to the other party notice foregoing provisions of this section shall be paid to Landlord or Landlord's mortgagee as their interests shall appear. During any period in writing thereof. If this Lease is not terminated, Tenant shall remain in that which the Premises or any portion of the Premises not so taken and Tenant, at Tenant’s sole cost and expense, shall restore the remaining portion is made untenantable as a result of the Premises as soon as possible to a complete unit of Condemnation or the quality and character as existed prior to such taking. Landlord agrees to reimburse Tenant work being performed by Landlord, all Rent will be abated for the cost period of restoration, but time untenantable in no event shall Landlord’s obligation proportion to reimburse Tenant for the cost of restoring the remaining portion of the Premises exceed the amount of award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting in the need for restoration. So long as this Lease is not terminated in the manner provided above, there shall be an adjustment of the Annual Rent payable by Tenant hereunder for the Premises by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises under the power of eminent domainsquare foot area untenantable.

Partial Taking. In If title to less than the event that (a) more than twenty-five percent (25%) whole of the floor area Leased Property is condemned, and the Leased Property is still suitable for its Primary Intended Use, and not Uneconomic for its Primary Intended Use, or if Lessee or Lessor is entitled but neither elects not to terminate this Lease as provided in SECTION 14.3, Lessee at its cost shall with all reasonable dispatch, but only to the extent of any condemnation awards made available to Lessee and any other sums advanced by Lessor pursuant to the next sentence, restore the untaken portion of any Improvements so that such Improvements constitute a complete architectural unit of the Premises is taken same general character and condition (as nearly as may be possible under the power of eminent domain; or (b) by reason of any appropriation or taking, regardless of the amount so taken, the remainder of any of the Premises is not one undivided parcel of property; or (ccircumstances) as a result the Improvements existing immediately prior to the Condemnation. If the condemnation awards are not adequate to restore the Facility to that condition, each of Lessor and Lessee shall have the right to terminate this Lease, without in any takingway affecting any other leases in effect between Lessor and Lessee, regardless of by giving Notice to the amount so takenother; provided, the remainder of any of the Premises however that, if such termination is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteriaLessee, Tenant Lessor shall have the right, in addition to its rights under Article 24sole discretion, to terminate nullify the termination and keep this Lease with respect to such taken Premisesin full force by providing, upon giving notice in writing of such election within sixty thirty (6030) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on TenantLessee’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date Notice of termination. In , a Notice to Lessee of Lessor’s unconditional, legally binding obligation to be responsible for all restoration costs in excess of the event of such termination, upon Tenant’s payment to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give to the other party notice in writing thereofcondemnation awards. If this Lease is not terminatedterminated and Lessee restores the Facility, Tenant the condemnation awards, and any other sums made available by Lessor as aforesaid, subject to the terms of any lender mortgage, shall remain be held in that portion trust by Lessor and paid out by Lessor from time to time for the reasonable costs of such restoration upon satisfaction of reasonable terms and conditions, and any excess awards remaining after such restoration shall be retained by Lessor unless the partial condemnation materially impairs the operations or financial performance of the Premises not so taken Facility, in which latter event the award shall be equitably apportioned between Lessor and Tenant, at Tenant’s sole cost and expense, shall restore Lessee in proportion to the remaining portion then fair market values of the Premises as soon as possible respective estates and interests of Lessor and Lessee in and to a complete unit of the quality Leased Property and character as existed prior to such taking. Landlord agrees to reimburse Tenant for the cost of restoration, but in no event shall Landlord’s obligation to reimburse Tenant for the cost of restoring the remaining portion of the Premises exceed the amount of award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting in the need for restoration. So long as under this Lease is not terminated in the manner provided above, there shall be an adjustment of the Annual Rent payable by Tenant hereunder for the Premises by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises under the power of eminent domainLease.

Partial Taking. In If title to less than the event that (a) more than twenty-five percent (25%) whole of the floor area Leased Property is condemned, and the Leased Property is still suitable for its Primary Intended Use, and not Uneconomic for its Primary Intended Use, or if Lessee or Lessor is entitled but neither elects not to terminate this Lease as provided in SECTION 15.3, Lessee at its cost shall with all reasonable dispatch, but only to the extent of any condemnation awards made available to Lessee and any other sums advanced by Lessor pursuant to the next sentence, restore the untaken portion of any Improvements so that such Improvements constitute a complete architectural unit of the Premises is taken same general character and condition (as nearly as may be possible under the power of eminent domain; or (b) by reason of any appropriation or taking, regardless of the amount so taken, the remainder of any of the Premises is not one undivided parcel of property; or (ccircumstances) as a result the Improvements existing immediately prior to the Condemnation. If the condemnation awards are not adequate to restore the Facility to that condition, each of Lessor and Lessee shall have the right to terminate this Lease, without in any takingway affecting any other leases in effect between Lessor and Lessee, regardless of by giving Notice to the amount so takenother; provided, the remainder of any of the Premises however that, if such termination is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteriaLessee, Tenant Lessor shall have the right, in addition to its rights under Article 24sole discretion, to terminate nullify the termination and keep this Lease with respect to such taken Premisesin full force by providing, upon giving notice in writing of such election within sixty thirty (6030) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date Lessee's Notice of termination. In , a Notice to Lessee of Lessor's unconditional, legally binding obligation to be responsible for all restoration costs in excess of the event of such termination, upon Tenant’s payment to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give to the other party notice in writing thereofcondemnation awards. If this Lease is not terminatedterminated and Lease Agreement Ashford TRS Corporation Lessee restores the Facility, Tenant the condemnation awards, and any other sums made available by Lessor as aforesaid, subject to the terms of any lender mortgage, shall remain be held in that portion trust by Lessor and paid out by Lessor from time to time for the reasonable costs of such restoration upon satisfaction of reasonable terms and conditions, and any excess awards remaining after such restoration shall be retained by Lessor unless the partial condemnation materially impairs the operations or financial performance of the Premises not so taken Facility, in which latter event the award shall be equitably apportioned between Lessor and Tenant, at Tenant’s sole cost and expense, shall restore Lessee in proportion to the remaining portion then fair market values of the Premises as soon as possible respective estates and interests of Lessor and Lessee in and to a complete unit of the quality Leased Property and character as existed prior to such taking. Landlord agrees to reimburse Tenant for the cost of restoration, but in no event shall Landlord’s obligation to reimburse Tenant for the cost of restoring the remaining portion of the Premises exceed the amount of award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting in the need for restoration. So long as under this Lease is not terminated in the manner provided above, there shall be an adjustment of the Annual Rent payable by Tenant hereunder for the Premises by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises under the power of eminent domainLease.

Partial Taking. In the event that (a) more If less than twenty-five percent (25%) such a material portion of the Premises shall be taken or condemned, as aforesaid, this Lease shall continue and shall remain in full force and effect; provided, however, that the Base Rent hereunder shall thereafter be reduced to the product obtained when the Base Rent otherwise payable hereunder is multiplied by a fraction, the numerator of which shall be the total floor area of any the Building (expressed in square feet) remaining following the condemnation, and the denominator of which shall be the total floor area thereof (expressed in square feet) upon the Commencement Date. Such reduction in Base Rent shall first become effective as of the Premises is taken under the power of eminent domain; or (b) by reason of any appropriation or taking, regardless first day of the amount so takenmonth next succeeding the date of vesting of title in the condemning authority, the remainder of any of the Premises is not one undivided parcel of property; or (c) as a result of any taking, regardless of the amount so taken, the remainder of any of the Premises is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteria, Tenant shall have the right, in addition to its rights under Article 24, to terminate this Lease with respect to such taken Premises, upon giving notice in writing of such election within sixty (60) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual in any event diminish, reduce or xxxxx the Impositions, [Percentage Rent,] Additional Rent and other amounts accruing charges payable hereunder through the date of terminationby Tenant. In the event of such terminationa partial condemnation, upon Tenant’s Tenant shall promptly make, or cause to be made, all demolition, repairs, reconstruction, restoration, replacement or rebuilding and all other work necessary, as nearly as may be practicable, to restore the Premises to the value, rentability, utility and condition immediately prior to such taking (with such alterations, additions and improvements, if any, as may be constructed under and in accordance with the provisions of Article 10). Subject only to the provisions of any mortgage to which this Lease is or shall be subordinate, the net proceeds of the award in respect of such partial taking or condemnation, after the payment of all fees and expenses incurred in connection with the collection of such award, shall be paid over to Landlord, and shall be held in trust by Landlord or Landlord's designee and shall be made available to Tenant as work progresses (subject to periodic delivery to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except appropriate architect's certifications as to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give to the other party notice in writing thereof. If this Lease is not terminated, Tenant shall remain in that portion of the Premises not so taken and Tenant, at Tenant’s sole cost and expense, shall restore the remaining portion of the Premises as soon as possible to a complete unit of the quality and character as existed prior to such taking. Landlord agrees to reimburse Tenant for the cost of restorationthe required work remaining until full completion, but and title company certifications as to the absence of any liens, or encumbrances relating to such work) for use in no event shall Landlord’s obligation to reimburse Tenant making payments when due for the demolition, repairs, restoration or replacement required under this Article 14, and pursuant to such controls and subject to such approvals as Landlord or Landlord's mortgagee shall require. If such proceeds shall be insufficient to pay the entire cost of restoring such work, Tenant agrees to pay the remaining portion deficiency. At any time after the completion of such work, the balance of the Premises exceed proceeds not theretofore used pursuant to the amount foregoing provisions of award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting in the need for restoration. So long as this Lease is not terminated in the manner provided above, there section shall be an adjustment of the Annual Rent payable by Tenant hereunder for the Premises by reason of any partial taking paid to Landlord or Landlord's mortgagee as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises under the power of eminent domaintheir interests shall appear.

Partial Taking. In the event that (a) more than twenty-five percent (25%) If there is a Taking of a portion of the floor area Leased Property by Condemnation such that the Facility is not thereby rendered Unsuitable for Its Primary Intended Use, this Lease shall remain in effect, and to the extent required by the last sentence of Section 14.5 Lessor shall make available to Lessee the proceeds of any such Taking for the restoration of the Premises is taken under Leased Property to substantially the power of eminent domain; same condition as existed immediately before such Taking or (b) by reason of any appropriation or taking, regardless of the amount so taken, the remainder of any of the Premises is not one undivided parcel of property; or (c) as a result of any taking, regardless of the amount so taken, the remainder of any of the Premises is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteria, Tenant shall have the right, in addition to its rights under Article 24, to terminate this Lease with respect to such taken Premises, upon giving notice in writing of such election within sixty (60) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (other condition consistent with the understanding that such period of time Primary Intended Use as may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consentapproved by Lessor in writing, which consent shall not be unreasonably withheld) provided Tenant shall continue withheld if such other condition would not, in Lessor's good faith judgment, result in a reduction in the value of the Leased Property or negatively affect the ability of Lessee to pay Annual Rent hereunder as and when due. If, however, the Facility is thereby rendered Unsuitable for Its Primary Intended Use, Lessee shall have the right (a) to take such proceeds of any Award as shall be necessary and restore the Facility, at its own expense, to the extent possible, to substantially the same condition as existed immediately before the partial Taking or such other amounts accruing condition consistent with the Primary Intended Use as may be approved by Lessor in writing, which consent shall not be unreasonably 21 withheld if such other condition would not, in Lessor's good faith judgment, result in a reduction in the value of the Leased Property or negatively affect the ability of Lessee to pay Rent hereunder through as and when due, or (b) to offer to substitute a new property pursuant to and in accordance with the date provisions of terminationArticle XX. Lessee shall exercise its option by giving Lessor notice thereof within 60 days after Lessee receives notice of the Taking. In the event Lessee does not make an offer or Lessor does not accept Lessee's offer to substitute for the Leased Property within 30 days after receipt of the notice described in the preceding sentence, Lessee shall either (a) withdraw its offer to substitute for the Leased Property and within 30 days after the end of such termination30-day period (or, upon Tenant’s payment if no offer is made, within 60 days following the date of such Taking) proceed to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth hereinrestore the Facility, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give to the extent possible, to substantially the same condition as existed immediately before the partial Taking or such other party notice condition consistent with the Primary Intended Use as may be approved by Lessor in writing thereof. If this Lease is writing, which consent shall not terminatedbe unreasonably withheld if such other condition would not, Tenant shall remain in that portion Lessor's good faith judgment, result in a reduction in the value of the Premises not so taken Leased Property or negatively affect the ability of Lessee to pay Rent hereunder as and Tenantwhen due, at Tenant’s sole cost and expenseor (b) within 60 days after the end of such 30-day period (or, shall restore if no offer is made, within 60 days following the remaining portion date of such Taking), acquire the Leased Property from Lessor for a purchase price equal to the Minimum Repurchase Price of the Premises as soon as possible to a complete unit of the quality and character as existed Leased Property immediately prior to such taking. Landlord agrees to reimburse Tenant for the cost of restoration, but in no event shall Landlord’s obligation to reimburse Tenant for the cost of restoring the remaining portion of the Premises exceed the amount of award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting in the need for restoration. So long as this Lease is not terminated in the manner provided above, there shall be an adjustment of the Annual Rent payable by Tenant hereunder for the Premises by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises under the power of eminent domainTaking.

Partial Taking. In the event that (a) more than twenty-five percent (25%) If there is a Taking of a portion of the floor area Leased Property by Condemnation such that the Facility is not thereby rendered Unsuitable for Its Primary Intended Use, this Lease shall remain in effect, and to the extent required by the last sentence of Section 14.5 Lessor shall make available to Lessee the proceeds of any such Taking for the restoration of the Premises is taken under Leased Property to substantially the power of eminent domain; same condition as existed immediately before such Taking or (b) by reason of any appropriation or taking, regardless of the amount so taken, the remainder of any of the Premises is not one undivided parcel of property; or (c) as a result of any taking, regardless of the amount so taken, the remainder of any of the Premises is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteria, Tenant shall have the right, in addition to its rights under Article 24, to terminate this Lease with respect to such taken Premises, upon giving notice in writing of such election within sixty (60) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (other condition consistent with the understanding that such period of time Primary Intended Use as may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consentapproved by Lessor in writing, which consent shall not be unreasonably withheld) provided Tenant shall continue withheld if such other condition would not, in Lessor's good faith judgment, result in a reduction in the value of the Leased Property or negatively affect the ability of Lessee to pay Annual Rent hereunder as and when due. If, however, the Facility is thereby rendered Unsuitable for Its Primary Intended Use, Lessee shall have the right (a) to take such proceeds of any Award as shall be necessary and restore the Facility, at its own expense, to the extent possible, to substantially the same condition as existed immediately before the partial Taking or such other amounts accruing condition consistent with the Primary Intended Use as may be approved by Lessor in writing, which consent shall not be unreasonably withheld if such other condition would not, in Lessor's good faith judgment, result in a reduction in the value of the Leased Property or negatively affect the ability of Lessee to pay Rent hereunder through as and when due, or (b) to offer to substitute a new property pursuant to and in accordance with the date provisions of terminationArticle XX. Lessee shall exercise its option by giving Lessor notice thereof within 60 days after Lessee receives notice of the Taking. In the event Lessee does not make an offer or Lessor does not accept Lessee's offer to substitute for the Leased Property within 30 days after receipt of the notice described in the preceding sentence, Lessee shall either (a) withdraw its offer to substitute for the Leased Property and within 30 days after the end of such termination30-day period (or, upon Tenant’s payment if no offer is made, within 60 days following the date of such Taking) proceed to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth hereinrestore the Facility, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give to the extent possible, to substantially the same condition as existed immediately before the partial Taking or such other party notice condition consistent with the Primary Intended Use as may be approved by Lessor in writing thereof. If this Lease is writing, which consent shall not terminatedbe unreasonably withheld if such other condition would not, Tenant shall remain in that portion Lessor's good faith judgment, result in a reduction in the value of the Premises not so taken Leased Property or negatively affect the ability of Lessee to pay Rent hereunder as and Tenantwhen due, at Tenant’s sole cost and expenseor (b) within 60 days after the end of such 30-day period (or, shall restore if no offer is made, within 60 days following the remaining portion date of such Taking), acquire the Leased Property from Lessor for a purchase price equal to the Minimum Repurchase Price of the Premises as soon as possible to a complete unit of the quality and character as existed Leased Property immediately prior to such taking. Landlord agrees to reimburse Tenant for the cost of restoration, but in no event shall Landlord’s obligation to reimburse Tenant for the cost of restoring the remaining portion of the Premises exceed the amount of award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting in the need for restoration. So long as this Lease is not terminated in the manner provided above, there shall be an adjustment of the Annual Rent payable by Tenant hereunder for the Premises by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises under the power of eminent domainTaking.

Partial Taking. In the event that (a) more than twenty-five percent (25%) of the floor area of any If a portion of the Premises is taken under condemned and Section 9.2 does not apply, the power of eminent domain; or lease shall continue on the following terms: (b1) by reason of any appropriation or takingExcept as otherwise provided, regardless Landlord shall be entitled to all of the amount so takenproceeds of condemnation, the remainder of any of the Premises is not one undivided parcel of property; or (c) and Tenant shall have no claim against Landlord as a result of any taking, regardless the condemnation. (2) Landlord shall proceed as soon as reasonably possible to make such repairs and alterations to the Premises as are necessary to restore the remaining Premises to a condition as comparable as reasonably practicable to that existing at the time of the amount so taken, the remainder of any of the Premises is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteria, Tenant shall have the right, in addition to its rights under Article 24, to terminate this Lease with respect to such taken Premises, upon giving notice in writing of such election within sixty (60) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date of termination. In the event of such termination, upon Tenant’s payment to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give to the other party notice in writing thereofcondemnation. If condemnation occurs and this Lease is not terminated, restoration work shall be commenced as soon as reasonably possible and thereafter shall proceed without interruption except for work stoppages on account of labor disputes and matters beyond Landlord's reasonable control, and be completed within ninety (90) days thereafter. If the Landlord fails to complete restoration within the time provided, Tenant may elect to terminate this Lease after thirty (30) days after Tenant's notice to terminate is delivered to Landlord. Nevertheless, this Lease shall remain not terminate if Landlord substantially completes the restoration and delivers occupancy to Tenant within the thirty (30) day notice period. (3) After the date on which title vests in that portion the condemning authority or an earlier date on which alterations or repairs are commenced by Landlord to restore the balance of the Premises not so taken and Tenantin anticipation of taking, at Tenant’s sole cost and expense, the rent shall restore be reduced in proportion to the remaining portion reduction in value of the Premises as soon as possible to a complete an economic unit on account of the quality and character as existed prior to such partial taking. Landlord agrees If the parties are unable to reimburse Tenant agree on the amount of the reduction of rent, each shall appoint one appraiser, and each appraiser shall appoint a third appraiser, and the appraisers shall determine the rental value. (4) If a portion of Landlord's property not included in the Premises is taken, and severance damages are awarded on account of the Premises, or an award is made for detriment to the cost Premises as a result of restoration, but in no event shall Landlord’s obligation to reimburse Tenant for the cost activity by a public body not involving a physical taking of restoring the remaining any portion of the Premises exceed the amount of award of compensation that Landlord receives for Premises, this shall be regarded as a partial taking condemnation to which Sections 9.1 (1) and 9.1(3) apply, and the rent shall be reduced to the extent of that portion reduction in rental value, if any, of the Premises resulting in the need for restoration. So long as this Lease is not terminated in the manner provided above, there shall be an adjustment of the Annual Rent payable by Tenant hereunder for the Premises by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises under the power of eminent domainthough a portion had been physically taken.

Partial Taking. In the event that (ai) more than twenty-five percent (25%) % of the floor area of any Gross Leasable Area of the Premises Premises, including the parking area serving the Premises, is taken under the power of eminent domain; domain by any public or quasi-public authority, (bii) by reason of any appropriation or taking, regardless of the amount so taken, the remainder of any of the Premises is not one undivided parcel of property; , or (ciii) as a result of any taking, regardless of the amount so taken, the remainder of any of the Premises is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteria's business, either Landlord or Tenant shall have the right, in addition to its rights under Article 24, right to terminate this Lease with respect as of the date Tenant is required to such taken vacate a portion of the Premises, upon by giving the other notice in writing of such election within sixty witnin thirty (6030) days after receipt by Tenant from Landlord of written notice that said the Premises have been so appropriated or taken (with the understanding that such period taken. Landlord agrees immediately after learning of time may be extended as reasonably necessary for any appropriation or taking to give to Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date of terminationnotice in writing thereof. In the event of such termination, upon Tenant’s 's payment to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth hereindate, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give to the other party notice in writing thereof. If both parties elect not to terminate this Lease is not terminatedLease, Tenant shall remain in that portion of the Premises not so taken and Tenant, at Tenant’s 's sole cost and expense, shall restore the remaining portion of the Premises as soon as ?S possible to a complete unit of the like quality and character as existed prior to such taking. Landlord agrees to reimburse Tenant for the cost of restoration, but in no event shall Landlord’s 's obligation to reimburse Tenant for the cost of restoring the remaining portion of the Premises exceed the amount of award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting in the need for restoration. So long as this Lease is not terminated in the manner provided above, there shall be an equitable adjustment of the Annual Rent rent payable by Tenant hereunder for the Premises by reason of any such partial taking as set forth in Section 15.05 belowtaking. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial pal1ial taking of any of the Premises under the power of eminent domain.

Partial Taking. In the event that (a) more than twenty-five percent (25%) of the floor area of any If only part of the Premises shall be so taken and a -------------- part thereof remains which is taken under reasonably susceptible for occupation by Sublessee hereunder for the power of eminent domain; or (b) by reason of any appropriation or takingpurposes for which Sublessee has entered into this Sublease, regardless of this Sublease shall, as to the amount part so taken, terminate as of the remainder of any date when the possession so taken shall be required, and the rent and all other sums payable by Sublessee on account of the Premises hereunder, shall be adjusted as provided below. If, after the taking of a portion of the Premises, there does not remain a portion reasonably susceptible for Sublessee's occupation hereunder, this Sublease shall thereupon automatically terminate in the manner is not one undivided parcel if the whole Premises had been taken. Whether all or part of the Premises be taken, all compensation awarded upon such taking with respect to the real property and improvements shall go to Lessor, and Sublessee shall have no claim thereto, nor shall Sublessee have claim against Lessor for any loss, damage, or for any other reason alleged to result therefrom, provided, however, that Sublessee shall in no event be precluded hereby from perfecting its own claim against the authority or taker for damages for the taking of its leasehold interest, personal property; fixtures; or (c) expenses incurred in, or as a result of of, any taking, regardless of the amount so taken, the remainder of any of the Premises is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteria, Tenant shall have the right, in addition to its rights under Article 24, to terminate this Lease with respect to such taken Premises, upon giving notice in writing of such election within sixty (60) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date of terminationeminent domain action. In the event of such terminationa partial termination of this Sublease under this Paragraph 13 or under Paragraph 22 of the Lease, upon Tenant’s payment to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent Rents shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning reduced, based on the ratio that the number of any actual or contemplated appropriation or taking to give to the other party notice in writing thereof. If this Lease is not terminated, Tenant shall remain in that portion square feet of the Premises not so taken and Tenant, at Tenant’s sole cost and expense, shall restore bears to the remaining portion of total square feet comprising the Premises as soon as possible to a complete unit of Premises. In the quality and character as existed prior to such taking. Landlord agrees to reimburse Tenant for the cost of restoration, but in no event shall Landlord’s obligation to reimburse Tenant for the cost of restoring the remaining portion of the Premises exceed the amount of award of compensation that Landlord receives for a partial any taking of that portion of the Premises resulting in the need for restoration. So long as this Lease is not terminated in the manner provided above, there shall be an adjustment of the Annual Rent payable by Tenant hereunder for the Premises by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises under the power of eminent domaindomain results in Substantial and material interference with Sublessee's ability to conduct its business from the Premises, Sublessee shall have the right to terminate this Sublease by delivering written notice thereof to Sublessor.

Partial Taking. A. In the event that (a) more of a Substantial Taking pursuant to which this Lease is not terminated pursuant to the provisions of Section 15.05, then, in the event of any condemnation of less than twenty-five percent (25%) all to substantially all of the floor area of any of the Premises is taken under the power of eminent domain; or (b) by reason of any appropriation or taking, regardless of the amount so taken, the remainder of any of the Premises is not one undivided parcel of property; or (c) as a result of any taking, regardless of the amount so taken, the remainder of any of the Premises is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteriaPremises, Tenant shall have be obligated to restore the right, in addition Premises not taken by the governmental authority to its rights under Article 24, to terminate this Lease with respect a condition as good as or better than the condition which prevailed thereon and therein prior to such taken Premisescondemnation as is practicable under the circumstances; provided, upon giving notice in writing of such election within sixty (60) days after receipt by however, that Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue obligated to pay Annual Rent and other amounts accruing hereunder through expend any sums in excess of the date of terminationcondemnation proceeds. In the event of such terminationan Insubstantial Taking, upon Tenant’s payment to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both Landlord and the Tenant shall thereupon not be released from obligated to replace any liability thereafter accruing hereunder, except as landscaping or facilities taken by the governmental authority but shall only be obligated to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of repair any actual or contemplated appropriation or taking damage to give to the other party notice in writing thereof. If this Lease is not terminated, Tenant shall remain in that portion of the Premises not so taken by the governmental authority. Materials used in repair and restoration shall be as nearly like or superior in quality to the original materials as may then be reasonably procured in regular channels of supply, and construction shall be completed in a workmanlike manner free of all liens and encumbrances. All condemnation proceeds payable on account of such condemnation other than proceeds attributable to Tenant, at Tenant’s sole cost and expense, 's personal property shall restore be paid to the remaining portion Insurance Trustee who shall hold said proceeds in trust for the parties in accordance with the provisions of this Section 15.06. B. Tenant shall commence the restoration of the Premises as soon as possible practicable not later than the date which is one hundred eighty (180) days after the date upon which the condemnation occurred and thereafter prosecute the restoration with diligence and continuity. C. Prior to commencing any restoration! work, Tenant, at its sole cost shall (i) obtain the services of a complete unit licensed architect to prepare any required plans and specifications for such restoration; and (ii) submit a set of final plans and specifications to Landlord and the Senior Mortgagee for approval (which approval may not be unreasonably withheld, conditioned or delayed), and further, with any restoration that will cost more than One Million Dollars ($1,000,000), (iii) the contractor selected by Tenant to perform the work shall be subject to Landlord's approval, which approval shall not be unreasonably withheld, conditioned, or delayed, or (iv) Tenant shall carry builder's risk insurance in amounts reasonably sufficient to cover the cost of replacement of the quality work during the course of such construction. D. In proceeding with such restoration work, Tenant shall first expend an amount, if any, equal to the excess of the projected cost of the restoration work over the amount of all condemnation proceeds. Thereafter, Tenant shall be entitled to submit to the Insurance Trustee, not more frequently than once every thirty (30) days, an invoice together with such other documentation (including mechanics lien waivers and character title insurance policy endorsements obtained at Tenant's sole cost and expense) as existed prior is customarily required by lenders at such time making construction loans. Upon receipt of an invoice in proper form, the Insurance Trustee shall make a disbursement equal to ninety percent (90%) of the amount shown on the invoice, provided, however, that upon final completion of the restoration work, the Insurance Trustee shall disburse to Tenant the final ten percent (10%) due that has been so retained, but only if it has received either final mechanics lien waivers from all parties having rights to mechanics liens against the Premises on account of such takingrestoration work or appropriate endorsements or policies of title insurance protecting Landlord and Mortgagee against mechanics liens arising out of the restoration work. In the event that the amount disbursed in accordance with the previous sentence shall be less than the total condemnation proceeds, such excess shall be distributed to Landlord agrees and Tenant as hereinafter provided in Section 15.06F and Section 15.06G. E. Any award attributable to reimburse personal property owned by Tenant that is not attributable to FF&E shall be paid to Tenant. Any award attributable to FF&E shall be paid to Tenant and applied by Tenant for the purpose of replacing such FF&E in the event and to the extent that the Premises remaining after such condemnation requires such replacement FF&E to be fully operational. F. In the event of a condemnation that is an Insubstantial Taking, the condemnation proceeds remaining after application thereof to the cost of restorationthe restoration work shall be paid to Landlord and Tenant in the following proportions: Landlord shall receive that portion of said remaining proceeds equal to a fraction whose numerator is the number of years in the Term of this Lease (including all Effective Extended Terms as of the date Tenant receives notice of such condemnation) that have elapsed as of the effective date of such condemnation and whose denominator is the number of years in the Term of this Lease (including all Effective Extended Terms as of the date Tenant receives notice of such condemnation) and Tenant shall receive the balance of such remaining proceeds. Thus, but for examples if such condemnation occurred on the last day of the 21st year of the Term and the only Effective Extended Term was the First Extended Term, Landlord would receive 21/25th of such remaining condemnation proceeds and Tenant would receive 4/25th of such remaining condemnation proceeds. G. In the event of a condemnation that is a Substantial Taking and in the event that this lease is not terminated pursuant to Section 15.05, the condemnation proceeds remaining after application thereof to the cost of the restoration work shall be allocated between Landlord and Tenant in proportion to the value of their respective interests in the Premises; provided, however, that in no event shall Landlord’s obligation to reimburse Tenant for the cost of restoring the remaining Landlord receive a portion of such remarketing proceeds that is less than the Premises exceed Leasehold Purchase Price multiplied by the amount Partial Condemnation Reduction Percentage. H. In the event of award of compensation a condemnation that Landlord receives for a partial taking of that portion is an Insubstantial Taking, there shall be no reduction in or abatement of the Premises resulting Minimum Rental or Percentage Rental thereafter payable by Tenant. In the event of a condemnation that is a Substantial Taking and in the need for restoration. So long as event that this Lease is not terminated in the manner provided abovepursuant to Section 15.05, there shall be an adjustment of a reduction in the Annual Rent Minimum Rental payable by Tenant hereunder for effective as of the Premises date of the Substantial Taking in an amount equal to nine percent (9%) of the lesser of (i) the portion of the condemnation award so distributed to Landlord or (ii) eleven and one tenths (11.1) multiplied by reason the annual Minimum Rental multiplied by the Partial Condemnation Reduction Percentage and there shall be a reduction in the Alternative Rental or Expansion Rental (if then applicable) in an amount equal to the Alternative Rental or Expansion Rental payable immediately prior to such condemnation multiplied by the Partial Condemnation Reduction Percentage. I. In the event that Tenant shall fail to prosecute the restoration work with diligence and continuity until completion, regardless of whether an Event of Default has occurred, Landlord shall have the right to use any partial taking as set forth in Section 15.05 belowproceeds held by Insurance Trustee to complete such restoration work. Tenant hereby waives shall be liable for any statutory rights of termination which may arise sums incurred by reason of any partial taking of any Landlord to complete such restoration work in excess of the Premises under amount held and disbursed by the power Insurance Trustee. J. In the event that an Event of eminent domain.Default has occurred Tenant shall not have access to any condemnation proceeds unless and until Tenant shall have cured such Event of Default, and until such time, Tenant shall use its own funds to prosecute the restoration work. END OF ARTICLE 15

Partial Taking. In If a Partial Taking occurs, then the event that (a) more than twenty-five percent (25%) Term shall not be reduced or affected in any way, this Lease shall remain in full force and effect for the portion of the floor area Premises remaining after such Taking, and the portion of any the Annual Rent payable under Section 3.1 of this Lease shall only be reduced if the Premises and the Improvements thereon are subject to the Taking, and if so taken, the reduction in Annual Rent shall be determined by appraisal based upon the same or similar method set forth in Article III hereof for determining an appraisal rent. Provided, however, if all of the Premises is taken under the power of eminent domain; or (b) by reason of any appropriation or taking, regardless of the amount so taken, and CDA receives the remainder of any of the Premises is not one undivided parcel of property; or (c) as a result of any taking, regardless of the amount so taken, the remainder of any of the Premises is rendered unsuitable condemnation award for the continued operation fee title interest of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteria, Tenant shall have the right, in addition to its rights under Article 24, to terminate this Lease with respect to such taken Premises, upon giving notice in writing of such election within sixty (60) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date of termination. In the event of such termination, upon Tenant’s payment to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and then the Annual Rent shall be adjusted reduced to $ -0 -. The following provisions shall apply to the allocation of any Condemnation Award for such Partial Taking: (a) All sums, including damages and interest, constituting the Condemnation Award shall be deposited promptly with a mutually agreeable escrow agent, and shall be distributed and disbursed pursuant to the terms of this Subsection 10.4.3; (b) The Company shall receive an amount sufficient to restore the Premises to an economically feasible state as close as is practicable to the condition set forth in Section 15.05 belowthe Construction Agreements originally approved by CDA and shall commence and thereafter proceed to repair, alter, raze or restore the remaining part of the Premises, or otherwise to secure the Premises and render the Premises safe. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give Notwithstanding anything to the other party notice contrary contained herein, if after partial taking, the Premises is not, in writing thereof. If YIDA's or the Company's reasonable judgment, economically viable, YIDA can terminate this Lease. (c) The remainder of the Condemnation Award shall be distributed and disbursed in the following amounts and in the following order of priority: (1) To CDA a sum equal to the greater of (i) the Purchase Price as adjusted under Article XII hereof or (ii) the fair market value of CDA's fee title interest in the Premises as encumbered by this Lease is not terminated, Tenant which sum shall remain in that portion be further adjusted based upon the square footage of the Premises not so taken taken; and Tenantthen (2) Subject to the rights of Leasehold Mortgagees, at Tenant’s sole cost and expense, shall restore to the remaining portion Company the balance of the Premises as soon as possible Condemnation Award. If the Condemnation Award received by the Company is insufficient to a complete unit pay the entire cost of the quality and character as existed prior Restoration Work, then YIDA shall cause the Company to pay the amount of any such takingdeficiency. Landlord agrees Under no circumstances shall CDA be obligated to reimburse Tenant for make any payment, disbursement or contribution towards or on account of the cost of restoration, but in no event shall Landlord’s obligation to reimburse Tenant for the cost of restoring the remaining portion of the Premises exceed the amount of award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting in the need for restoration. So long as this Lease is not terminated in the manner provided above, there shall be an adjustment of the Annual Rent payable by Tenant hereunder for the Premises by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises under the power of eminent domainRestoration Work.

Partial Taking. In the event that (a) more than twenty-five percent (25%) of the floor area If any portion of any of the Premises Leased Property is taken under by Condemnation, this Lease shall remain in effect as to such Leased Property if the power of eminent domain; or (bFacility(ies) by reason of any appropriation or taking, regardless of the amount so taken, the remainder of any of the Premises located thereon is not thereby rendered Unsuitable For Its Primary Intended Use as reasonably determined by Landlord, but if the Amberleigh Facility(ies) is/are thereby rendered Unsuitable For Its Primary Intended Use, this Lease shall terminate as to such Leased Property on the Date of Taking, in which event the provisions of Section 17.9 governing the deletion of one undivided parcel of property; or (c) more Leased Properties from this Lease upon a Condemnation shall apply. If, as a result of any taking, regardless of the amount so taken, the remainder of any of the Premises is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteria, Tenant shall have the right, in addition to its rights under Article 24, to terminate this Lease with respect to such taken Premises, upon giving notice in writing of such election within sixty (60) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on by Condemnation, this Lease is not terminated as provided above, Tenant’s continued operation 's obligation to make payments of its business at the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue Rent and to pay Annual Rent and all other amounts accruing hereunder through charges required under this Lease shall remain unabated during the date of terminationTerm notwithstanding such Condemnation. In the event of such terminationany partial taking by Condemnation of any Leased Property, upon Tenant’s payment the entire Award shall belong to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunderpaid to Landlord, except as that, subject to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning rights of any actual or contemplated appropriation or taking to give to the other party notice in writing thereof. If this Lease is not terminatedFacility Mortgagees, Tenant shall remain be entitled to receive from the Award, if and to the extent such Award specifically includes such item, the following: (i) a sum specifically attributable to Tenant's Personal Property and any reasonable removal and relocation costs included in that portion of the Premises not so taken Award; and Tenant, at Tenant’s sole cost and expense, shall restore the remaining portion of the Premises as soon as possible (ii) a sum specifically attributable to a complete unit of the quality and character as existed prior to such taking. Landlord agrees to reimburse Tenant for the cost of restoration, but in no event shall Landlord’s obligation to reimburse Tenant for the cost of restoring the remaining portion Leased Property in accordance with Section 16.4 hereof; and (iii) a sum specifically attributable to the interruption of business operations, which sum, if and to the extent received by Landlord, shall be credited against payments of Rent and other charges due from Tenant to Landlord under this Lease unless the taking permanently removes from operation a material number of units in the Facility on any Leased Property, in which event, from and after such taking, the Fixed Rent hereunder for such Leased Property shall be equitably abated, as determined by Landlord, in its reasonable discretion, provided that in no event shall any such abatement exceed (on an annual basis) an amount in excess of eight percent of the Premises exceed the amount of condemnation award of compensation that retained by Landlord receives for a partial with respect to such taking of that portion of the Premises resulting in the need for restoration. So long as this Lease is and not terminated in the manner provided above, there shall be an adjustment of the Annual Rent payable by Tenant hereunder for the Premises by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises under the power of eminent domainapplied to repair or restore such Facility.

Partial Taking. In Subject to any Loan Documents, in case of a Taking of less than all of the event that Leased Property, Lessor shall receive the entire award for the Taking and, except as specifically set forth in this Section, no claim or demand of any kind shall be made by Master Tenant against Lessor or any other party who could, by virtue of a claim against it, make a claim against Lessor by reason of such Taking. (a) more In the case of a Taking of a portion, but less than twenty-five percent (25%) all, of the floor area Leased Property, Lessee shall determine, in Lessee’s reasonable discretion, whether the remaining Project (after Restoration referred to in (c), below (i) can be used for the Primary Intended Use and (ii) will allow Lessee to complete the Restoration for an amount not to exceed the proceeds from the Taking. If it is determined by Lessee that the remaining Leased Property cannot be used for the Primary Intended Use, then and in such event this Lease shall terminate as of the Vesting Date and the Base Rent, Percentage Rent and Additional Charges shall be apportioned and paid to the date of termination and no other claim or demand of any of the Premises is taken under the power of eminent domain; or (b) kind shall be made by Lessor against Lessee by reason of any appropriation such termination. If it is determined that Lessee cannot complete the Restoration for an amount that is less than or taking, regardless of equal to the amount so taken, proceeds from the remainder of any of the Premises is not one undivided parcel of property; or (c) as a result of any taking, regardless of the amount so taken, the remainder of any of the Premises is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant Taking then and in good faith and based on commercially reasonable standards and criteria, Tenant shall have the right, in addition to its rights under Article 24, such event Lessee can elect to terminate this Lease with respect to such taken Premisesas of the Vesting Date and the Base Rent, upon giving notice in writing of such election within sixty (60) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Percentage Rent and other amounts accruing hereunder through Additional Charges shall be apportioned and paid to the date of termination. In the event termination and no other claim or demand of any kind shall be made by Lessor against Lessee by reason of such termination; provided, upon Tenant’s payment however, that if there is at least 24 months remaining in the Term, Lessor may agree to Landlord of all rents and other amounts accruing hereunder through such date and pay the excess Restoration expenses in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give to the other party notice in writing thereof. If case this Lease is shall not terminated, Tenant terminate and Lessee shall remain in that portion undertake the Restoration of the Premises not so taken and TenantProject in accordance with the terms of (c), at Tenant’s sole cost and expensebelow. (b) If, shall restore in the remaining portion case of a Taking of less than all of the Premises as soon as possible to a complete unit of the quality and character as existed prior to such taking. Landlord agrees to reimburse Tenant for the cost of restorationLeased Property, but in no event shall Landlord’s obligation to reimburse Tenant for the cost of restoring the remaining portion of the Premises exceed the amount of award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting in the need for restoration. So long as this Lease is not terminated in accordance with the manner provided provisions of (a) above, there this Lease shall continue in full force and effect as to the remaining portion of the Leased Property without any reduction in the Base Rent and Percentage Rent, except as expressly provided in Section 15.2. No such partial taking shall operate as or be deemed an eviction of Lessee from that portion of the Leased Property not affected by such partial Taking or in any way terminate, diminish, suspend, xxxxx or impair the obligation of Lessee to observe and perform fully all the covenants of this Lease on the part of Lessee to be performed with respect to the remainder of the Leased property unaffected by the partial Taking, except as to any reduction (if any) in the Base Rent and Percentage Rent as expressly provided in Section 15.3. (c) If, in the case of a Taking of less than all of the Leased Property, this Lease is not terminated in accordance with the provisions of (a) above, Lessee shall, prior to the expiration of the Term of this Lease, commence and proceed with reasonable diligence to complete the Restoration provided, however, that Lessor shall, in this case, make the award in the Condemnation Proceeds and, in the case of (a) above, such award plus any excess funds due from Lessor, available to Lessee to be utilized for Restoration of the Leased Property in the following manner, and subject to the following conditions and provisions. Lessor shall be an adjustment entitled to receive and retain the remainder of the Annual Rent payable by Tenant hereunder for award not needed to complete the Premises by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of Restoration (the Premises under the power of eminent domain.“Surplus”)

Partial Taking. In If title to less than the event that (a) more than twenty-five percent (25%) whole of the floor area Leased Property is condemned, and the Leased Property is not Unsuitable for its Primary Intended Use, and not Uneconomic for its Primary Intended Use, or if Lessee or Lessor is entitled but neither elects to terminate this Lease as provided in Section 15.3, Lessee at its cost and in accordance with the terms of this Lease and any Construction Services Agreement entered into in connection herewith, shall with all reasonable dispatch, but only to the extent of any Award funds made available to Lessee and any other sums advanced by Lessor pursuant to this Section, restore the untaken portion of any Improvements so that such Improvements constitute a complete architectural unit of the same general character and condition (as nearly as may be possible under the circumstances) as the Improvements existing immediately prior to the Condemnation. Lessor shall in good faith seek a fair and equitable allocation of any Award among restoration, taken Improvements and other elements. Lessor will contribute to the cost of restoration that part of its Award specifically allocated to such restoration, together with severance and other damages awarded for the Improvements; provided, however, the amount of such contribution will not exceed such cost. If the Awards are not adequate to restore the Hotel to that condition, each of Lessor and Lessee shall have the right to terminate this Lease, without in any way affecting any of the Premises Other Leases in effect, by giving Notice to the other; provided, however that, if such termination is taken under the power of eminent domain; or (b) by reason of any appropriation or takingLessee, regardless of the amount so taken, the remainder of any of the Premises is not one undivided parcel of property; or (c) as a result of any taking, regardless of the amount so taken, the remainder of any of the Premises is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteria, Tenant Lessor shall have the right, in addition to its rights under Article 24sole discretion, to terminate nullify the termination and keep this Lease with respect to such taken Premisesin full force by providing, upon giving notice in writing of such election within sixty thirty (6030) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date Lessee's Notice of termination. In , a Notice to Lessee of Lessor's unconditional, legally binding obligation to be responsible for all restoration costs in excess of the event of such termination, upon Tenant’s payment to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give to the other party notice in writing thereofAwards. If this Lease is not terminatedterminated and Lessee restores the Hotel, Tenant shall remain in that portion of the Premises not so taken Award funds, and Tenant, at Tenant’s sole cost and expenseany other sums made available by Lessor as aforesaid, shall restore (subject to the remaining portion requirements of the Premises as soon as possible any ground or building lease or Mortgage) be held by Lessor and paid out by Lessor from time to a complete unit of the quality and character as existed prior to such taking. Landlord agrees to reimburse Tenant time for the cost reasonable costs of such restoration upon satisfaction of reasonable terms and conditions, and any excess Award funds remaining after such restoration, but and reimbursement of Lessor for any sums advanced by Lessor hereunder, shall be retained by Lessor. In the event of a partial Taking that does not result in no event a termination of this Lease, the Base Rent shall Landlord’s obligation be abated in the manner and to reimburse Tenant for the cost extent that is fair, just and equitable to both Lessee and Lessor, taking into consideration, among other relevant factors, the number of restoring the remaining portion of the Premises exceed usable rooms, the amount of award of compensation that Landlord receives for a square footage, the revenues affected by such partial taking of that portion of the Premises resulting Taking and changes in the need Hotel's projected net operating income following such partial Taking. If Lessor and Lessee are unable to agree upon the amount of such abatement within thirty (30) days after such partial Taking, the matter may be submitted by either party to arbitration under Section 41.2 hereof for restoration. So long as this Lease is not terminated in the manner provided above, there shall be an adjustment of the Annual Rent payable by Tenant hereunder for the Premises by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises under the power of eminent domainresolution.

Partial Taking. 14.3.1 In the event that (a) more than twenty-five percent (25%) any portion or portions of the floor area Premises shall be taken under the exercise of the power of eminent domain or by agreement with any condemnor in lieu of such taking (herein called a “Partial Taking”) then this Lease, only as to the portion or portions so taken, shall terminate as of the date possession thereof shall be delivered to the condemnor, and Rent shall be abated from that date with respect to the portion or portions so taken, but otherwise this Lease shall remain in full force and effect. Notwithstanding the foregoing, if as a result of such Partial Taking, Tenant determines in the exercise of Tenant’s reasonable business judgment that the remainder of the Premises is taken under the power of eminent domain; or (b) by reason of any appropriation or taking, regardless of the amount so taken, the remainder of any of the Premises is not one undivided parcel of property; or (c) as a result of any taking, regardless of the amount so taken, the remainder of any of the Premises is rendered unsuitable for the continued operation of Tenant’s use thereof, or it is economically unfeasible to reconstruct or operate Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteria, Tenant shall have the right, in addition to its rights under Article 24, to terminate this Lease with respect to such taken Premises, upon giving notice in writing of such election within sixty (60) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date of termination. In the event of such termination, upon Tenant’s payment to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give to the other party notice in writing thereof. If this Lease is not terminated, Tenant shall remain in that portion of the Premises not so taken and Tenant, at Tenant’s sole cost and expense, shall restore the remaining portion of the Premises as soon as possible to a complete unit because of the quality and character as existed prior to such taking. Landlord agrees to reimburse Tenant for the cost insufficiency in size of restoration, but in no event shall Landlord’s obligation to reimburse Tenant for the cost of restoring the remaining portion of the Premises, or access to the Premises exceed is materially impaired and no reasonable alternate access is available, and Tenant gives written notice thereof to Landlord, then (a) this Lease shall terminate thirty (30) days from the amount date possession of award the part taken shall be delivered to the condemnor, (b) such Partial Taking shall be deemed to be and treated as a Total Taking, and (c) Tenant shall comply with the provisions of compensation that Landlord receives for a partial taking of that Section 17 hereof as to the portion of the Premises resulting remaining after said Taking. 14.3.2 In the case of a Partial Taking which does not result in a termination of this Lease, the annual Minimum Rent payable under this Lease after possession of the portion so taken shall be delivered to the condemnor shall be reduced in the need for restoration. So long same proportion as the value of the Premises reduced by such Taking; but any such Partial Taking shall not otherwise relieve Tenant from any of Tenant’s other obligations hereunder, and, except as herein expressly provided, Tenant waives any right now or hereafter conferred upon Tenant by statute or otherwise to any suspension, diminution, abatement or reduction of Rent or to surrender this Lease is not terminated in the manner provided above, there shall be an adjustment of the Annual Rent payable by Tenant hereunder for or the Premises by reason of such Partial Taking. 14.3.3 The entire award in any partial taking as set forth in Section 15.05 belowPartial Taking payable with respect to the Premises and this Lease shall be paid to Landlord. Tenant hereby waives shall be entitled to any statutory rights of termination award which the condemnor may arise make, and which shall be provided for by reason of any partial taking of any of law, specifically for the Premises under Improvements and Excluded Fixtures for which Title remains vested in Tenant, provided the power of eminent domainsame are not deducted from the award otherwise payable to Landlord.

Partial Taking. In the event that (a) more than twenty-five percent (25%) of the floor area If any portion of any of the Premises Leased Property is taken under by Condemnation, this Lease shall remain in effect as to such Leased Property if the power of eminent domain; or (bFacility(ies) by reason of any appropriation or taking, regardless of the amount so taken, the remainder of any of the Premises located thereon is not thereby rendered Unsuitable For Its Primary Intended Use as reasonably determined by Landlord, but if the Facility(ies) is/are thereby rendered Unsuitable For Its Primary Intended Use, this Lease shall terminate as to such Leased Property on the Date of Taking, in which event the provisions of Section 17.9 governing the deletion of one undivided parcel of property; or (c) more Leased Properties from this Lease upon a Condemnation shall apply. If, as a result of any taking, regardless of the amount so taken, the remainder of any of the Premises is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteria, Tenant shall have the right, in addition to its rights under Article 24, to terminate this Lease with respect to such taken Premises, upon giving notice in writing of such election within sixty (60) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on by Condemnation, this Lease is not terminated as provided above, Tenant’s continued operation obligation to make payments of its business at the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue Rent and to pay Annual Rent and all other amounts accruing hereunder through charges required under this Lease shall remain unabated during the date of terminationTerm notwithstanding such Condemnation. In the event of such terminationany partial taking by Condemnation of any Leased Property, upon Tenant’s payment the entire Award shall belong to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunderpaid to Landlord, except as that, subject to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning rights of any actual or contemplated appropriation or taking to give to the other party notice in writing thereof. If this Lease is not terminatedFacility Mortgagees, Tenant shall remain in that portion of be entitled to receive from the Premises not so taken Award, if and Tenantto the extent such Award specifically includes such item, at the following: (i) a sum specifically attributable to Tenant’s sole cost Personal Property and expense, shall restore any reasonable removal and relocation costs included in the remaining portion of the Premises as soon as possible Award; and (ii) a sum specifically attributable to a complete unit of the quality and character as existed prior to such taking. Landlord agrees to reimburse Tenant for the cost of restoration, but in no event shall Landlord’s obligation to reimburse Tenant for the cost of restoring the remaining portion Leased Property in accordance with Section 16.4 hereof; and (iii) a sum specifically attributable to the interruption of business operations, which sum, if and to the extent received by Landlord, shall be credited against payments of Rent and other charges due from Tenant to Landlord under this Lease unless the taking permanently removes from operation a material number of units in the Facility on any Leased Property, in which event, from and after such taking, the Fixed Rent hereunder for such Leased Property shall be equitably abated, as determined by Landlord, in its reasonable discretion, provided that in no event shall any such abatement exceed (on an annual basis) an amount in excess of eight percent of the Premises exceed the amount of condemnation award of compensation that retained by Landlord receives for a partial with respect to such taking of that portion of the Premises resulting in the need for restoration. So long as this Lease is and not terminated in the manner provided above, there shall be an adjustment of the Annual Rent payable by Tenant hereunder for the Premises by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises under the power of eminent domainapplied to repair or restore such Facility.

Partial Taking. In If title to the event that (a) more fee of less than twenty-five percent (25%) the whole of the floor area of any of Leased Premises shall be so taken or condemned, which nevertheless renders the Leased Premises is taken under the power of eminent domain; or (b) by reason of any appropriation or taking, regardless of the amount so taken, the remainder of any of the Premises is not one undivided parcel of property; or (c) as a result of any taking, regardless of the amount so taken, the remainder of any of the Premises is rendered unsuitable Unsuitable for the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteriaIts Primary Intended Use, Tenant and Landlord shall each have the rightoption, in addition exercisable by written notice to its rights under Article 24the other, at any time within thirty (30) days after the taking of possession by, or the date of vesting of title in, such Condemnor, whichever first occurs, to terminate this Lease with respect as of the Taking. Upon such date so determined, if such notice has been given, this Lease shall thereupon cease and terminate as to such taken Leased Premises, upon giving notice in writing of such election within sixty (60) days after receipt . All Rent and other charges paid or payable by Tenant from Landlord hereunder shall be apportioned as of written notice that said Premises the date the Lease shall have been so appropriated terminated. If there is a Taking of a portion of the Leased Premises by Condemnation such that the Leased Premises is not thereby rendered Unsuitable for Its Primary Intended Use, the Landlord at its sole discretion may (a) terminate this Lease, or taken (with b) have this Lease remain in effect and Landlord shall restore the understanding untaken portion of the Building shell in which the Leased Premises are located so that such period Leased Premises shall constitute a complete architectural unit of time the same general character and condition (as nearly as may be extended possible under the circumstances) as reasonably the Leased Premises existing immediately prior to such Condemnation or Taking. Landlord shall commence the restoration process for the Leased Premises within ninety (90) days of the partial Taking, if the necessary for funds have been received by the Landlord, and shall diligently prosecute the restoration to completion. Tenant may elect, at any time subsequent to assess the effect of such partial taking on Tenant’s continued operation of its business at the PremisesCondemnation or Taking, subject to upon Landlord’s prior written consent, consent which consent shall not be unreasonably withheld) provided Tenant shall continue , to pay Annual Rent and other amounts accruing hereunder through the date of termination. In the event of commence such termination, upon restoration at Tenant’s payment own expense, and shall diligently prosecute the same to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give to the other party notice in writing thereofcompletion. If this Lease is not terminatedTenant elects to undertake the restoration of the Leased Premises so Condemned or Taken, Tenant it shall remain in that restore the untaken portion of the Building shell in which the Leased Premises not are located so taken and Tenant, at Tenant’s sole cost and expense, that such Leased Premises shall restore the remaining portion of the Premises as soon as possible to constitute a complete architectural unit of the quality same general character and character condition (as existed nearly as may be possible under the circumstances) as the Leased Premises existing immediately prior to such taking. Landlord agrees to reimburse Tenant for the cost of restoration, but in no event shall Landlord’s obligation to reimburse Tenant for the cost of restoring the remaining portion of the Premises exceed the amount of award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting in the need for restoration. So long as this Lease is not terminated in the manner provided above, there shall be an adjustment of the Annual Rent payable by Tenant hereunder for the Premises by reason of any partial taking as set forth in Section 15.05 belowCondemnation or Taking. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of shall have the Premises under right to be reimbursed from the power of eminent domainAward for such Condemnation or Taking, for its external expenses related to such restoration.

Partial Taking. In If title to less than the event that (a) more than twenty-five percent (25%) whole of the floor area Leased -------------- Property is condemned, and the Leased Property is still suitable for its Primary Intended Use, and not Uneconomic for its Primary Intended Use, or if Lessee or Lessor is entitled but neither elects to terminate this Lease as provided in Section 15.3, Lessee at its cost shall with all reasonable dispatch, but only to the extent of any condemnation awards made available to Lessee and other sums advanced by Lessor pursuant to the next sentence, restore the untaken portion of any Leased Improvements so that such Leased Improvements constitute a complete architectural unit of the Premises is taken same general character and condition (as nearly as may be possible under the power of eminent domain; or (bcircumstances) by reason of any appropriation or takingas the Leased Improvements existing immediately prior to the Condemnation. If the condemnation awards are not adequate to restore the Facility as aforesaid, regardless each of the amount so takenLessor and Lessee shall have the right to terminate this Lease, without in any way affecting any Other Leases for Other Properties then in effect between Lessor and Lessee, by giving Notice to the remainder of any of the Premises other; provided, however, that if such termination is not one undivided parcel of property; or (c) as a result of any takingby Lessee, regardless of the amount so taken, the remainder of any of the Premises is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteria, Tenant Lessor shall have the right, in addition to its rights under Article 24Lessor's sole discretion, to terminate keep this Lease with respect to such taken Premisesin full force and effect by providing, upon giving notice in writing of such election within sixty thirty (6030) days after receipt by Tenant from Landlord Lessee's Notice of written notice termination, a Notice to Lessee of Lessor's unconditional, legally binding obligation to be responsible for all restoration costs in excess of the condemnation awards. Lessor shall in good faith seek a fair and equitable allocation of any Award among restoration, taken Leasehold Improvements and other elements. Lessor shall contribute to the cost of restoration that said Premises have been so appropriated or part of its Award specifically allocated to such restoration, together with severance and other damages awarded for the taken (with Leased Improvements; provided, however, that the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect amount of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent contribution shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date of terminationexceed such cost. In the event of such terminationa partial taking after which this Lease shall not be terminated, upon Tenant’s payment to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Base Rent shall be adjusted as set forth abated in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give the manner and to the extent that is fair, just and equitable to both Lessee and Lessor, taking into consideration, among other party notice in writing thereofrelevant factors, the number of usable rooms, or the revenues affected by such partial taking. If this Lease is not terminated, Tenant shall remain in that portion of the Premises not so taken Lessor and Tenant, at Tenant’s sole cost and expense, shall restore the remaining portion of the Premises as soon as possible Lessee are unable to a complete unit of the quality and character as existed prior to such taking. Landlord agrees to reimburse Tenant for the cost of restoration, but in no event shall Landlord’s obligation to reimburse Tenant for the cost of restoring the remaining portion of the Premises exceed agree upon the amount of award of compensation that Landlord receives such abatement within thirty (30) days after such partial taking, the matter may be submitted by either party to arbitration in accordance with Section 40.1 below for a partial taking of that portion of the Premises resulting in the need for restoration. So long as this Lease is not terminated in the manner provided above, there shall be an adjustment of the Annual Rent payable by Tenant hereunder for the Premises by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises under the power of eminent domainresolution.

Partial Taking. In If title to any portion of the event demised premises shall be so taken which shall be less than a complete taking (a "partial taking"), Landlord shall be entitled to and shall receive the total award made in such proceeding, including interest thereon, if any, and the rent and other terms of this Lease shall not be reduced or affected in any way. Subject to the rights of Mortgagee, Tenant, at its sole expense, shall proceed to restore, repair, replace or rebuild the remaining part of the demised premises as nearly as possible to the condition they were in immediately prior to such taking, to the extent that the same shall be feasible. The obligation of Tenant to make such restoration, repairs, ----------------------------------------------------------------------------------------------------------------------- replacements, or rebuilding shall be conditioned upon the payment to Tenant (or agreement to pay subject to conditions referred to in the next sentence) of the net amount of such award including interest thereon, if any, after deducting (a) more than twenty-five percent (25%) the fair value of the floor area of any of the Premises is taken under the power of eminent domain; or land so taken, and (b) all expenses incurred by reason of any appropriation or taking, regardless of the amount so taken, the remainder of any of the Premises is not one undivided parcel of property; or (c) as a result of any taking, regardless of the amount so taken, the remainder of any of the Premises is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant Landlord in good faith and based on commercially reasonable standards and criteria, Tenant shall have the right, connection with such proceeding. Such payment may be made in addition installments subject to its rights under Article 24, to terminate this Lease customary applications with respect to such taken Premisesthe cost of the work as said cost shall be certified to Landlord or Mortgagee(s), upon giving notice and/or by the architect or contractor in charge of the work who shall be approved in writing of by the Landlord and such election within sixty (60) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consentMortgagee(s), which consent approval shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date of termination. In the event of such termination, upon Tenant’s payment to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning The excess of any actual or contemplated appropriation or taking to give to the other party notice in writing thereof. If this Lease is not terminated, Tenant shall remain in that portion of the Premises not so taken and Tenant, at Tenant’s sole cost and expense, shall restore the remaining portion of the Premises as soon as possible to a complete unit of the quality and character as existed prior to such taking. Landlord agrees to reimburse Tenant for award over the cost of such restoration, but in no event repairs, replacements or rebuilding shall belong to Landlord’s obligation to reimburse Tenant for , and the cost of restoring the remaining portion such restoration, repairs, replacements or rebuilding in excess of the Premises exceed the amount of any such award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting in the need for restoration. So long as this Lease is not terminated in the manner provided above, there shall be an adjustment of the Annual Rent payable borne by Tenant hereunder for the Premises by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises under the power of eminent domainTenant.

Partial Taking. In the event that (a) more than twenty-five percent If the Taking is not a Substantial Taking or a Temporary Taking (25%) a “Partial Taking”), this Lease shall remain in full force and effect; provided, however, that on the date of such Partial Taking this Lease shall terminate as to the portion of the floor Private Facilities taken, which portion shall no longer be deemed part of the Premises. From and after the date of such Partial Taking, the Base Rent shall be reduced in an amount or proportionate to the area of the Private Facilities Taken. Tenant shall promptly restore the Private Facilities to the extent reasonably practicable given the nature and scope of the Partial Taking and the requirements of applicable Law, to a condition consistent with the Building Standards (the “Condemnation Restoration Work”). (b) The Award for the Partial Taking shall be allocated as follows: (i) If the Partial Taking includes any of the Premises is taken under Private Facilities, the power of eminent domain; or Award shall first be applied to effectuate the Condemnation Restoration Work. (bii) by reason of any appropriation or taking, regardless The balance of the Award (if any) shall be allocated between Tenant and Landlord as follows: (A) Landlord shall be entitled to an amount so taken, equal to the remainder of any Value of the Premises is not one undivided parcel of property; or Landlord’s Estate subject to the Partial Taking; (cB) as a result of any taking, regardless Tenant shall be entitled to an amount equal to the Value of the amount so taken, the remainder of any of the Premises is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteria, Tenant shall have the right, in addition to its rights under Article 24, to terminate this Lease with respect to such taken Premises, upon giving notice in writing of such election within sixty (60) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, Leasehold Interest subject to Landlord’s prior written consent, which consent shall not be unreasonably withheldthe Partial Taking; and (C) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date of termination. In the event of such termination, upon Tenant’s payment to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination except as otherwise set forth herein, both the balance of the Award, if any, paid on a pari passu (i.e., share and share alike) basis to Landlord and Tenant shall thereupon Tenant. (c) If there is a Leasehold Mortgagee, the portion of the condemnation award to be released from any liability thereafter accruing hereunder, except as applied to obligations hereunder which survive the termination hereof and the Annual Rent Condemnation Restoration Work shall be adjusted paid, reserved or disbursed in accordance with the procedures established in the Leasehold Mortgage, and Xxxxxx’s portion of the Award shall be paid in accordance with the provisions of the Leasehold Mortgage. If no Leasehold Mortgage encumbers the Private Facilities at the time of the Partial Taking, then (i) if the cost of the Condemnation Restoration Work, as reasonably estimated, is less than $1,000,000.00, the portion of the award needed to effect the Condemnation Restoration Work shall be paid to Tenant, who shall effect the Condemnation Restoration Work, and (ii) if the cost of effecting the Condemnation restoration work is equal to or greater than $1,000,000.00, the portion of the Award needed for restoration of the Improvements shall be paid to a Depository, who shall hold and distribute such portion of the Award to Tenant as the restoration work progresses in the same manner as provided in Section 11.2 with respect to insurance proceeds and subject to the same conditions. The dollar amount threshold set forth in Section 15.05 below. Each Party agrees immediately after learning this provision shall be increased every tenth (10th) Calendar Year by application of the CPI. (d) If the Partial Taking does not include any actual or contemplated appropriation or taking to give to the other party notice in writing thereof. If this Lease is not terminated, Tenant shall remain in that portion of the Premises not so taken and TenantPrivate Facilities, at the entire Award shall be paid to the Landlord, except any Award payable to Tenant for loss or deprivation of Tenant’s sole cost and expense, shall restore Leasehold Interest and/or the remaining portion Value of the Premises as soon as possible to a complete unit of the quality and character as existed prior to such taking. Landlord agrees to reimburse Tenant for the cost of restoration, but in no event shall Landlord’s obligation to reimburse Tenant for the cost of restoring the remaining portion of the Premises exceed the amount of award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting in the need for restoration. So long as this Lease is not terminated in the manner provided above, there shall be an adjustment of the Annual Rent payable by Tenant hereunder for the Premises by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises under the power of eminent domainLeasehold Estate.

Partial Taking. In the event that (a) more If less than twenty-five percent (25%) substantially all of the floor area office building component or the warehouse component of the Improvements or the related Land shall be taken or either component is temporarily taken for public or quasi-public purposes on or after Substantial Completion of any component of the Premises is taken under the power of eminent domain; or (b) by reason of any appropriation or taking, regardless of the amount so taken, the remainder of any of the Premises is not one undivided parcel of property; or (c) as a result of any taking, regardless of the amount so taken, the remainder of any of the Premises is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteriaImprovements, Tenant shall have the right, in addition to its rights under Article 24, to terminate this Lease with respect to such taken Premises, upon giving notice in writing of such election within sixty (60) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date of termination. In the event of such termination, upon Tenant’s payment to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give to the other party notice in writing thereof. If this Lease is not terminated, Tenant shall remain in that portion of the Premises not so taken and Tenantwill promptly, at Tenant’s its sole cost and expense, shall restore restore, repair, replace or rebuild the remaining portion affected component(s) so taken in conformity with the requirements of paragraphs 8 and 22 as nearly as practicable to the Premises as soon as possible to a complete unit condition, size, quality of the quality workmanship and character as existed market value thereof immediately prior to such taking, without regard to the adequacy of any condemnation award for such purpose. There shall be no abatement of Rent during such period of restoration. Tenant may, at its sole cost and expense, participate with Landlord in the negotiation of the amount of the award with the condemning authority, but Tenant shall have no right to prevent Landlord from agreeing to a settlement so long as the settlement will provide sufficient funds to pay the cost of the restoration work required by this paragraph. In performing its obligations, Tenant shall be entitled to all condemnation proceeds available to Landlord under the same terms and conditions for disbursement set forth for casualty proceeds in paragraph 9 hereof. Tenant shall, at its sole cost and expense, negotiate and, if necessary, litigate, the amount of the award, and Landlord shall have the right to participate in such process, and if Tenant fails to diligently prosecute such efforts, Landlord may take control of the process. Any condemnation proceeds in excess of the amounts as are made available to Tenant for restoration or repair of the Premises and the cost of collection thereof, shall be the sole and exclusive property of Landlord. Tenant shall have the right to participate in condemnation proceedings with Landlord, and shall be entitled to receive any award made by the condemning authority in respect of business loss or, if available, business relocation and any other claim permitted by law which does not, in any such case, diminish Landlord's recovery. After receipt of Landlord of any condemnation proceeds not required for the restoration of the Premises or the cost of collection thereof, Fixed Rent shall be reduced dollar-for-dollar by the amount of any reduction in debt service on the First Mortgage occasioned by the prepayment resulting from such condemnation proceeds. Landlord agrees to reimburse use commercially reasonable efforts to cause its lenders to agree to reamortize their loans after application of condemnation awards, rather than apply such awards in the inverse order of loan payments. If there is no reduction in debt service as a result of such application by Mortgagee, Tenant for shall receive an amount equal to the cost of restoration, but in no event shall Landlord’s obligation amount so applied by Mortgage upon the earlier to reimburse Tenant for the cost of restoring the remaining portion occur of the Premises exceed the amount of award of compensation that Landlord receives for a partial taking of that portion refinancing of the Premises resulting in Mortgage or the need for restoration. So long as this Lease is not terminated in the manner provided above, there shall be an adjustment sale of the Annual Rent payable by Tenant hereunder for the Premises by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises under the power of eminent domainPremises.

Partial Taking. In If title to less than the event that (a) more than twenty-five percent (25%) whole of the floor area Leased Property is condemned, and the Leased Property is still suitable for its Primary Intended Use, and not Uneconomic for its Primary Intended Use, or if Tenant or Landlord is entitled but neither elects not to terminate this Lease as provided in Section 15.3, Tenant at its cost shall with all reasonable dispatch , but only to the extent of any condemnation awards made available to Tenant and any other sums advanced by Landlord pursuant to the next sentence, restore the untaken portion of any Leased Improvements so that such Leased Improvements constitute a complete architectural unit of the Premises is taken same general character and condition (as nearly as may be possible under the power of eminent domain; or (b) by reason of any appropriation or taking, regardless of the amount so taken, the remainder of any of the Premises is not one undivided parcel of property; or (ccircumstances) as a result the Leased Improvements existing immediately prior to the Condemnation. If the condemnation awards are not adequate to restore the Facility to that condition, each of Landlord and Tenant shall have the right to terminate this Lease, without in any takingway affecting any other leases in effect between Landlord and Tenant, regardless of by giving Notice to the amount so takenother; provided, the remainder of any of the Premises however that, if such termination is rendered unsuitable for the continued operation of by Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteria, Tenant Landlord shall have the right, in addition to its rights under Article 24sole discretion, to terminate nullify the termination and keep this Lease with respect to such taken Premisesin full force by providing, upon giving notice in writing of such election within sixty thirty (6030) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation Notice of its business at the Premisestermination, subject a Notice to Tenant of Landlord’s prior written consentunconditional, which consent shall not legally binding obligation to be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through responsible for all restoration costs in excess of the date of termination. In the event of such termination, upon Tenant’s payment to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give to the other party notice in writing thereofcondemnation awards. If this Lease is not terminatedterminated and Tenant restores the Facility, Tenant the condemnation awards, and any other sums made available by Landlord as aforesaid, shall remain be held in that portion trust by Landlord and paid out by Landlord from time to time for the reasonable costs of such restoration upon satisfaction of reasonable terms and conditions, and any excess awards remaining after such restoration shall be retained by Landlord unless the partial condemnation materially impairs the operations or financial performance of the Premises not so taken Facility, in which latter event the award shall be equitably apportioned between Landlord and Tenant, at Tenant’s sole cost and expense, shall restore Tenant in proportion to the remaining portion then fair market values of the Premises as soon as possible respective estates and interests of Landlord and Tenant in and to a complete unit of the quality Leased Property and character as existed prior to such taking. Landlord agrees to reimburse Tenant for the cost of restoration, but in no event shall Landlord’s obligation to reimburse Tenant for the cost of restoring the remaining portion of the Premises exceed the amount of award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting in the need for restoration. So long as under this Lease is not terminated in the manner provided above, there shall be an adjustment of the Annual Rent payable by Tenant hereunder for the Premises by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises under the power of eminent domainLease.

Partial Taking. (a) In the event that (a) more than twenty-five percent (25%) of a Taking which does not result in a termination of this Lease pursuant to Sections 16.1 or 16.3, this Lease shall terminate and expire with respect only to the portion of the floor Demised Premises so taken, on and as of the date of taking. In all other respects this Lease shall remain in full force and effect except that Tenant shall be entitled, after such date, to a reduction in the Minimum Rent in the proportion which the area of any the Demised Premises so taken bears to the total area of the Demised Premises is taken under at the power time of eminent domain; or such Taking. (b) by reason of any appropriation The award or taking, regardless of the amount so taken, the remainder of any of the Premises is not one undivided parcel of property; or (c) awards paid as a result of any taking, regardless such Taking shall be divided and distributed in the following order of the amount so taken, the remainder of any of the Premises is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant in good faith priority: (i) Landlord and based on commercially reasonable standards and criteria, Tenant shall have the right, in addition be entitled to its rights under Article 24, to terminate this Lease with respect to such taken Premises, upon giving notice in writing of such election within sixty (60) days after receipt all expenses incurred by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date of termination. In the event of such termination, upon Tenant’s payment to Landlord of all rents and other amounts accruing hereunder through such date and them in connection with such termination as set forth hereinTaking, both Landlord including, without limitation, reasonable attorneys' fees and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive expenses; and (ii) If the termination hereof and remainder of the Annual Rent proceeds without interest shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning an amount of any actual $10,000,000.00 or contemplated appropriation or taking less, such proceeds shall be paid to give Tenant, in trust, for application by Tenant to the other party notice Restoration of the Improvements, or, if the proceeds are in writing thereofan amount in excess of $10,000,000.00, the entire proceeds shall be paid to and deposited with Landlord. If Landlord shall receive proceeds, it shall upon the request of Tenant deliver to Tenant a certificate stating that such proceeds have been deposited with Landlord pursuant to the requirements of this Lease is not terminated, Tenant shall remain in that portion of the Premises not so taken and Lease. (c) Tenant, at Tenant’s its sole cost and expenseexpense and whether or not the proceeds shall be sufficient for the purpose, shall proceed, within forty (40) days after such Taking, with diligence and continuity, to repair, alter (including any necessary demolition and reconstruction) and restore the remaining portion part of the Premises Building to substantially its former condition, so as soon as possible to constitute a complete unit structure suitable for the purposes the Building is being used for as of the quality date hereof. All repairs, alterations, restorations or demolition conducted by Tenant as a result of a partial Taking, including temporary repairs for the protection of the Improvements or other property pending the completion thereof, are referred to in this Lease as the "Partial Restoration". (d) The conditions under which the Partial Restoration is to be performed and character as existed prior to such taking. Landlord agrees to reimburse Tenant for the method of proceeding with and performing the same shall be governed by all of the provisions of Article 9; and the cost of restorationthe Restoration shall include the reasonable fees of the Construction Manager. (e) If the proceeds arc deposited with Landlord, but Landlord shall hold, apply, make available and pay over to Tenant the proceeds in the same manner as is provided for Landlord with respect to Casualty Proceeds under the provisions of Article 9 (except that no event Voluntary Alterations shall Landlord’s obligation to reimburse Tenant for be made with such condemnation proceeds) and upon the completion and payment of the cost of restoring the remaining portion Partial Restoration, the balance of the Premises exceed the amount of award of compensation that proceeds held by Landlord receives for a partial taking of that portion of the Premises resulting in the need for restoration. So long as this Lease is not terminated in the manner provided above, there shall may be an adjustment of the Annual Rent payable retained by Tenant hereunder for the Premises by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises under the power of eminent domainLandlord.

Partial Taking. In Unless this Lease shall be terminated as aforesaid, Tenant shall, with reasonable promptness (subject to delays covered by matters beyond Tenant’s reasonable control), cause the remainder of the Premises to be repaired and restored to a complete architectural unit as nearly as commercially reasonably possible to their value, condition and character immediately prior to such taking, provided that Tenant shall comply with the provisions of Section 7.2 above. For such purposes, in the event that (a) more than twenty-five percent (25%) of the floor area of any of the Premises is taken under the power of eminent domain; or (b) by reason of any appropriation or taking, regardless of the amount so taken, the remainder of any of the Premises is not one undivided parcel of property; or (c) as a result of any taking, regardless of the amount so taken, the remainder of any of the Premises is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant encumbers its interest in good faith and based on commercially reasonable standards and criteria, Tenant shall have the right, in addition to its rights under Article 24, to terminate this Lease with respect to such taken Premises, upon giving notice in writing of such election within sixty (60) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject the full amount of the Tenant’s Interest in the Award will be deposited with the Leasehold Mortgagee, and Leasehold Mortgagee shall disburse such Award to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through applied towards the date of termination. In the event cost of such termination, upon Tenant’s payment to Landlord of all rents repairs and other amounts accruing hereunder through such date and restorations in connection accordance with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as procedures set forth in Section 15.05 below7.3 above. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give to the other party notice in writing thereof. If this Lease is not terminated, Tenant shall remain in that Any portion of the Premises not so taken and Tenant, at Tenant’s sole cost and expense, Interest in the Award that shall restore the remaining portion not have been expended for such repairs or restorations shall be paid to Landlord in respect of the Premises as soon as possible to a complete unit of the quality and character as existed prior to such taking. Landlord agrees to reimburse Tenant for the cost of restoration, but in no event shall Landlord’s obligation Interest and to reimburse Tenant for in respect of Tenant’s Interest. Notwithstanding the cost of restoring foregoing to the remaining portion of the Premises exceed the amount of award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting contrary, in the need for restoration. So long as this Lease is not terminated event Tenant encumbers its interest in the manner provided abovePremises, there the Tenant’s Interest in the Award shall be an adjustment disbursed in accordance with the terms and provisions of such leasehold mortgage, and Leasehold Mortgagee may, in its reasonable discretion, direct that the Annual Rent payable by Tenant hereunder for Tenant’s Interest in the Premises by reason Award be applied to the repayment of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises under the power of eminent domain.Tenant’s indebtedness to Leasehold Mortgagee,

Partial Taking. In If less than the event that (a) more than twenty-five percent (25%) entire Leased Premises or any right appurtenant thereto shall be taken in any such Proceeding, this Lease shall terminate as to the portion of the floor area Leased Premises so taken upon the vesting of any of title in the Premises is taken under the power of eminent domain; or (b) by reason of any appropriation or takingtaking authority pursuant to such Proceeding. If such partial taking should make it no longer economic, regardless of the amount so takenin Lessee’s good faith judgment, to use the remainder of any of the Leased Premises is not one undivided parcel of property; or (c) as a result of any taking, regardless of the amount so taken, the remainder of any of the Premises is rendered unsuitable taken for the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteriaPermitted Uses, Tenant shall have the rightthen, Lessee may, in addition its discretion, by written notice to its rights under Article 24, to terminate this Lease with respect to such taken Premises, upon giving notice in writing of such election the Commission within sixty (60) days after receipt by Tenant from Landlord the vesting of written notice that said title of the portion of the Leased Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premisestaken, subject to Landlord’s prior written consentthe consent of any Mortgagee, which consent shall terminate this Lease effective as of a date not be unreasonably withheldlater than sixty (60) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through days after the date of the notice of termination. In the event there is no Mortgage in effect at the time of the Proceeding, Lessee shall consult with the Commission and consider in good faith the Commission’s views as to whether or not to terminate this Lease. Upon such termination of this Lease, all Basic Rent, Impositions, Minimum Guaranteed Wharfage and other charges hereunder of all types shall be adjusted and prorated to the date of such termination and all other rights and obligations of the parties hereunder (except under Sections 14.03 and 3.04) thereafter accruing shall be terminated as of the date of such termination, upon Tenant’s payment to Landlord . In the event of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning a taking of any actual or contemplated appropriation or taking to give to the other party notice in writing thereof. If this Lease is not terminated, Tenant shall remain in that a portion of the Premises Leased Premises, if Lessee does not so taken terminate this Lease as to the remainder of the Leased Premises, the Basic Rent and Tenant, at Tenant’s sole cost and expenseImpositions, shall restore be equitably reduced in proportion to the remaining portion of the Premises as soon as possible to a complete unit of the quality and character as existed prior to reduction in acreage resulting from such taking. Landlord agrees to reimburse Tenant Lessee shall be responsible for the cost of restoration, but in no event shall Landlord’s obligation to reimburse Tenant for the cost of restoring the remaining portion any necessary Restoration of the Leased Premises exceed as required for Lessee’s use thereof, and the amount of award of compensation that Landlord receives for a partial taking of that portion of provisions and conditions in Article IV shall similarly apply to the Premises resulting in the need for restoration. So long as this Lease is not terminated in the manner provided above, there shall be an adjustment of the Annual Rent payable by Tenant hereunder for the Premises by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises under the power of eminent domainRestoration work.

Partial Taking. In If title to the event that fee of less than the whole of a Facility shall be so taken or condemned, Lessees shall give Lessor Notice of such partial Taking or Condemnation within five (a5) more than twenty-five percent (25%) Business Days of the floor area of any of the Premises occurrence thereof. If such Facility is taken under the power of eminent domain; still suitable for its Primary Intended Use, or (b) by reason of any appropriation if Lessees or takingLessor shall be entitled, regardless of the amount so taken, the remainder of any of the Premises is but shall not one undivided parcel of property; or (c) as a result of any taking, regardless of the amount so taken, the remainder of any of the Premises is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteria, Tenant shall have the right, in addition to its rights under Article 24elect, to terminate this Lease as provided in Section 15.3 hereof, Lessees, at their own cost and expense, shall with respect all reasonable dispatch restore the untaken portion of any Leased Improvements so that such Leased Improvements shall constitute a complete architectural unit of the same general character and condition (as nearly as may be possible under the circumstances) as the Leased Improvements existing immediately prior to such taken Premises, upon giving notice in writing Condemnation or Taking. Lessees shall commence the restoration of such election the Facility within sixty (60) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken the partial Taking, and shall complete the restoration within one hundred eighty (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect 180) days of such partial taking on Tenant’s continued operation Taking. Lessor shall contribute to the cost of its business at restoration such portion of the PremisesAward as is made therefor, subject if any, together with severance and other damages awarded for taken Leased Improvements; provided, however, the amount of such contribution shall not exceed such cost. As long as no Event of Default has occurred hereunder, if the Award is in an amount less than Two Hundred Fifty Thousand Dollars ($250,000.00), Lessor shall pay the same to Landlord’s prior written consentLessees upon completion of such restoration. As long as no Event of Default has occurred hereunder, which consent if the Award is in an amount more than Two Hundred Fifty Thousand Dollars ($250,000.00), Lessor shall make the Award available to Lessees in the same manner as is provided in Section 14.9 for Net Proceeds in excess of Two Hundred Fifty Thousand Dollars ($250,000.00). The Minimum Rent shall not be unreasonably withheldreduced by reason of such partial Taking. If Lessees fail to make the election or if Lessees elect not to restore, or if Lessees fail to commence or complete the restoration within the time limits specified in this Section 15.5, then Lessees 60 62 shall be deemed to have elected to purchase the Leased Property for the Minimum Repurchase Price. Lessees shall complete the purchase within one hundred eighty (180) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through days of the date of terminationsuch partial Taking. In any such purchase, Lessees shall receive a credit for the event portion of such termination, upon Tenant’s payment to Landlord of all rents any Award retained by Lessor and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Minimum Rent shall be adjusted reduced as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give to 15.3 hereof and the other party notice in writing thereof. If this Lease is not terminated, Tenant shall remain in that portion of the Premises not so taken and Tenant, at Tenant’s sole cost and expense, shall restore the remaining portion of the Premises as soon as possible to a complete unit of the quality and character as existed prior Additional Charges attributable to such taking. Landlord agrees to reimburse Tenant for the cost of restoration, but in no event Facility shall Landlord’s obligation to reimburse Tenant for the cost of restoring the remaining portion of the Premises exceed the amount of award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting in the need for restoration. So long as this Lease is not terminated in the manner provided above, there shall be an adjustment of the Annual Rent payable by Tenant hereunder for the Premises by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises under the power of eminent domain.cease..

Partial Taking. In If title to less than the event that (a) more than twenty-five percent (25%) whole of the floor area Leased Property is condemned, and the Leased Property is still suitable for its Primary Intended Use, and not Uneconomic for its Primary Intended Use, or if Lessee or Lessor is entitled but neither elects to terminate this Lease as provided in Section 15.3 above, Lessee at its cost shall with all reasonable dispatch, but only to the extent of any condemnation awards made available to Lessee and any other sums advanced by Lessor pursuant to the next sentence, restore the untaken portion of any Leased Improvements so that such Leased Improvements constitute a complete architectural unit of the Premises is taken same general character and condition (as nearly as may be possible under the power of eminent domain; or (b) by reason of any appropriation or taking, regardless of the amount so taken, the remainder of any of the Premises is not one undivided parcel of property; or (ccircumstances) as a result the Leased Improvements existing immediately prior to the Condemnation. If the condemnation awards are not adequate to restore the Facility to that condition, each of Lessor and Lessee shall have the right to terminate this Lease, without in any takingway affecting any other leases in effect between Lessor and Lessee, regardless of by giving Notice to the amount so takenother; provided, the remainder of any of the Premises however that, if such termination is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteriaLessee, Tenant Lessor shall have the right, in addition to its rights under Article 24sole discretion, to terminate nullify the termination and keep this Lease with respect to such taken Premisesin full force by providing, upon giving notice in writing of such election within sixty thirty (6030) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date Lessee's Notice of termination. In , a Notice to Lessee of Lessor's unconditional, legally binding obligation to be responsible for all restoration costs in excess of the event of such termination, upon Tenant’s payment to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give to the other party notice in writing thereofcondemnation awards. If this Lease is not terminatedterminated and Lessee restores the Facility, Tenant the condemnation awards, and any other sums made available by Lessor as aforesaid, shall remain be held in that portion trust by Lessor and paid out by Lessor from time to time for the reasonable costs of such restoration upon satisfaction of reasonable terms and conditions, and any excess awards remaining after such restoration shall be retained by Lessor unless the partial condemnation materially impairs the operations or financial performance of the Premises not so taken Facility, in which latter event the award shall be equitably apportioned between Lessor and Tenant, at Tenant’s sole cost and expense, shall restore Lessee in proportion to the remaining portion then fair market values of the Premises as soon as possible respective estates and interests of Lessor and Lessee in and to a complete unit of the quality Leased Property and character as existed prior to such taking. Landlord agrees to reimburse Tenant for the cost of restoration, but in no event shall Landlord’s obligation to reimburse Tenant for the cost of restoring the remaining portion of the Premises exceed the amount of award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting in the need for restoration. So long as under this Lease is not terminated in the manner provided above, there shall be an adjustment of the Annual Rent payable by Tenant hereunder for the Premises by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises under the power of eminent domainLease.

Partial Taking. In in the event that (ai) more than twenty-five percent (25%) % of the floor area of any Gross Leasable Area of the Premises Premises, including the parking area serving the Premises, is taken under the power of eminent domain; domain by any public or quasi-public authority, (bii) by reason of any appropriation or taking, regardless of the amount so taken, the remainder of any of the Premises is not one undivided parcel of property; , or (ciii) as a result of any taking, regardless of the amount so taken, the remainder of any of the Premises is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteria's business, either Landlord or Tenant shall have the right, in addition to its rights under Article 24, right to terminate this Lease with respect as of the date Tenant is required to such taken vacate a portion of the Premises, upon by giving the other notice in writing of such election within sixty thirty (6030) days after receipt by Tenant from Landlord of written notice that said the Premises have been so appropriated or taken (with the understanding that such period taken. Landlord agrees immediately after learning of time may be extended as reasonably necessary for any appropriation or taking to give to Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date of terminationnotice in writing thereof. In the event of such termination, upon Tenant’s 's payment to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth hereindate, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give to the other party notice in writing thereof. If both parties elect not to terminate this Lease is not terminatedLease, Tenant shall remain in that portion of the Premises not so taken and Tenant, at Tenant’s 's sole cost and expense, shall restore the remaining portion of the Premises as soon as possible to a complete unit of the like quality and character as existed prior to such taking. Landlord agrees to reimburse Tenant for the cost of restoration, but in no event shall Landlord’s 's obligation to reimburse Tenant for the cost of restoring the remaining portion of the Premises exceed the amount of award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting in the need for restoration. So long as this Lease is not terminated in the manner provided above, there shall be an equitable adjustment of the Annual Rent rent payable by Tenant hereunder for the Premises by reason of any such partial taking as set forth in Section 15.05 belowtaking. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises under the power of eminent domain.

Partial Taking. In the event that (a) more than twenty-five percent (25%) of the floor area of any If a portion of the Premises is taken under condemned and Section 9.2 does not apply, the power of eminent domain; or Lease shall continue on the following terms: (b1) by reason of any appropriation or taking, regardless Lessor shall be entitled to all of the amount so takenproceeds of condemnation, the remainder of any of the Premises is not one undivided parcel of property; or (c) and Lessee shall have no claim against Lessor as a result of any takingthe condemnation, regardless except it shall have a claim against the condemning authority as permitted by statute, for the value of fixtures installed by it, relocation expenses and for reasonable moving expenses, if applicable. (2) Lessor shall proceed, promptly upon its receipt of the amount so takencondemnation award, to make such repairs and alterations to the remainder Premises as are necessary to restore the remaining Premises to a condition as comparable as reasonably practicable to that existing at the time of any the condemnation. Such repairs shall be completed as rapidly as reasonably practical, subject to obtaining all necessary building approvals and permits, and shall be completed within six (6) months unless delayed without fault or neglect of Lessor (excusable delay shall include the delay of building officials in granting permits, where Lessor has submitted timely and adequate plans and specifications). If such repairs are delayed longer than six (6) months due to the fault or neglect of Lessor, Lessee may terminate the Lease. (3) After the date on which title vests in the condemning authority or an earlier date on which alterations or repairs are commenced by Lessor, to restore the balance of the Premises is rendered unsuitable for in anticipation of taking, the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteria, Tenant shall have the right, in addition to its rights under Article 24, to terminate this Lease with respect to such taken Premises, upon giving notice in writing of such election within sixty (60) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date of termination. In the event of such termination, upon Tenant’s payment to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Base Rent shall be adjusted as set forth reduced in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give proportion to the other party notice reduction in writing thereofusable space on account of the partial taking. If this Lease is not terminated, Tenant shall remain in that portion of the Premises not so taken and Tenant, at Tenant’s sole cost and expense, shall restore the remaining portion of the Premises as soon as possible parties are unable to a complete unit of the quality and character as existed prior to such taking. Landlord agrees to reimburse Tenant for the cost of restoration, but in no event shall Landlord’s obligation to reimburse Tenant for the cost of restoring the remaining portion of the Premises exceed agree on the amount of award of compensation that Landlord receives for a partial taking of that portion of rent, the Premises resulting in the need for restoration. So long as this Lease is not terminated amount shall be determined by arbitration in the manner provided abovein Section 20. (4) During any period of reconstruction or renovation, there shall be an adjustment abatement of Base Rent, and all other charges under the Lease until the Lessee is reasonably able to use the property for the authorized purpose. (5) If a portion of Lessor's property not included in the Premises is taken, and severance damages are awarded on account of the Annual Rent payable by Tenant hereunder Premises, or an award is made for detriment to the Premises as a result of activity by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial a public body not involving a physical taking of any portion of the Premises, this shall be regarded as a partial condemnation to which Sections 9.1(1) and 9.1(3) apply, and the Base Rent shall be reduced to the extent of reduction in rental value of the Premises under as though a portion had been physically taken. (6) The term of the power Lease shall be automatically extended by any period of eminent domaintime that Lessee's business is closed due to a partial taking or the renovation or repair thereof.

Partial Taking. In the event that (a) more If less than twenty-five percent (25%) substantially all of the floor area Premises be so taken or condemned, this Lease and the term hereof shall continue without abatement of the Rental or diminution of any of Tenant's obligations hereunder. Tenant, at its own cost and expense, whether or not the award or awards, if any, shall be sufficient for the purpose, shall proceed diligently to repair and restore any remaining part of the Improvements on the Premises is not so taken under so that the power of eminent domain; or (b) by reason of any appropriation or takinglatter shall be a complete, regardless of the amount so takenrentable, the remainder of any of the Premises is not one undivided parcel of property; or (c) as a result of any taking, regardless of the amount so taken, the remainder of any of the Premises is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant self-contained architectural unit in good faith condition and based on commercially reasonable standards repair and criteria, Tenant shall have reasonably comparable to the right, in addition to its rights under Article 24, to terminate this Lease with respect condition as it existed immediately prior to such taken Premises, upon giving notice in writing of such election within sixty (60) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date of terminationcondemnation. In the event of such terminationany taking or condemnation as in this Section provided, upon Tenant’s payment the entire award or the aggregate of the separate awards to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give to the other party notice in writing thereof. If this Lease is not terminated, Tenant shall remain in that portion of the Premises not so taken and Tenant, at Tenant’s sole cost and expenseas the case may be, shall restore belong to and be the remaining portion sole property of Landlord without any claim on the Premises as soon as possible part of Tenant (Tenant hereby waiving all claims for any value for its leasehold or its interest in this Lease or in the Improvements or otherwise). Subject to a complete unit of the quality provisions and character as existed prior to such taking. limitations in this Article, Landlord agrees to reimburse Tenant for the cost of restoration, but in no event shall Landlord’s obligation to reimburse Tenant for the cost of restoring the remaining portion of the Premises exceed the amount of award of compensation that Landlord receives for a partial taking make available so much of that portion of the Premises resulting awards actually received and held by Landlord, if any, less all necessary and proper expenses paid or incurred by Landlord or the holder of any Mortgage in the need condemnation proceedings, as may be necessary to pay the cost of repairing and restoring for restorationuse and occupancy the part of the Improvements not so taken. So long Such repairs and restoration shall be done in accordance with and subject to the provisions of Articles 7, 8 and 13 hereof. Payments to Tenant as this Lease is not terminated aforesaid shall be disbursed in the manner provided aboveset forth in Articles 7 and 8 hereof. If the portion of the award made available by Landlord, there as aforesaid, is insufficient for the purpose of paying for the repair and restoration, Tenant shall nevertheless be required to repair and restore as aforesaid at its own cost and expense without any claim on the part of Tenant. Any balance of the award remaining after repair and restoration is completed and paid for shall be an adjustment paid to Landlord. In no event shall there be any abatement or reduction of the Annual Rent payable by Tenant hereunder for the Premises Rental by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any or condemnation of the Premises under the power of eminent domainkind referred to in this Section.

Partial Taking. In the event that (ai) more than twenty-five percent (25%) % of the floor area of any Gross Leasable Area of the Premises Premises, including the parking area serving the Premises, is taken under the power of eminent domain; domain by any public or quasi-public authority, (bii) by reason of any appropriation or taking, regardless of the amount so taken, the remainder of any of the Premises is not one undivided parcel of property; , or (ciii) as a result of any taking, regardless of the amount so taken, the remainder of any of the Premises is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteria's business, either Landlord or Tenant shall have the right, in addition to its rights under Article 24, right to terminate this Lease with respect as of the date Tenant is required to such taken vacate a portion of the Premises, upon by giving the other notice in writing of such election within sixty thirty (6030) days after receipt by Tenant from Landlord of written notice that said the Premises have been so appropriated or taken (with the understanding that such period taken. Landlord agrees immediately after learning of time may be extended as reasonably necessary for any appropriation or taking to give to Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date of terminationnotice in writing thereof. In the event of such termination, upon Tenant’s 's payment to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth hereindate, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give to the other party notice in writing thereof. If both parties elect not to terminate this Lease is not terminatedLease, Tenant shall remain in that portion of the Premises not so taken and Tenant, at Tenant’s 's sole cost and expense, shall restore the remaining portion of the Premises as soon as possible to a complete unit of the like quality and character as existed prior to such taking. Landlord agrees to reimburse Tenant for the cost of restoration, but in no event shall Landlord’s 's obligation to reimburse Tenant for the cost of restoring the remaining portion of the Premises exceed the amount of award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting in the need for restoration. So long as this Lease is not terminated in the manner provided above, there shall be an equitable adjustment of the Annual Rent rent payable by Tenant hereunder for the Premises by reason of any such partial taking as set forth in Section 15.05 belowtaking. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises under the power of eminent domain.

Partial Taking. Landlord agrees, immediately after learning of any appropriation or Taking, to give to Tenant notice in writing thereof (the "Taking Notice"). In the event that (ai) more than twenty-five percent (25%) % of the floor area of any Gross Leasable Area of the Premises Premises, including the parking area serving the Premises, is taken under the power of eminent domain; or Taken, (bii) by reason of any appropriation or takingTaking, regardless of the amount so takenTaken, the remainder of any of the Premises is not one undivided parcel of property; , or (ciii) as a result of any takingTaking, regardless of the amount so takenTaken, the remainder of any of the Premises is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteria's business, either Landlord or Tenant shall have the right, in addition to its rights under Article 24, right to terminate this Lease with respect as of the date Tenant is required to such taken vacate a portion of the Premises, upon by giving the other notice in writing of such election within sixty (60) 30 days after receipt by Tenant from Landlord Ten- ant of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date of terminationTaking Notice. In the event of such termination, upon Tenant’s 's payment to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth hereindate, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give to the other party notice in writing thereof. If both parties elect not to terminate this Lease is not terminatedLease, Tenant shall remain in that portion of the Premises not so taken Taken and Tenant, at Tenant’s 's sole cost and expense, shall restore the remaining portion of the Premises as soon as possible to a complete unit of the like quality and character as existed prior to such takingTaking. Provided the same does not exceed the amount of compensation award Landlord receives for a partial taking of the Premises Landlord agrees to reimburse Tenant for the cost of restoration, but in no event shall Landlord’s obligation to reimburse Tenant for the cost of restoring the remaining portion restoration of the Premises exceed the amount of award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting in the need for restorationPremises. So long as this Lease is not terminated in the manner provided above, there shall be an equitable adjustment of the Annual Rent rent payable by Tenant hereunder for the Premises by reason of any such partial taking as set forth in Section 15.05 belowTaking. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any Taking of the Premises under the power of eminent domainPremises.

Partial Taking. (a) If title to less than the whole of the Leased Property is condemned, and the Leased Property is not Unsuitable for its Primary Intended Use or Uneconomic for its Primary Intended Use, or if Lessor is entitled but elects not to terminate this Lease as provided in Section 15.3, then Lessor or, at Lessor's election, Lessee shall, with all reasonable dispatch and to the extent that the Holder permits the application of the Award therefor and the Award is sufficient therefor, restore the untaken portion of any Leased Improvements so that such Leased Improvements constitute a complete architectural unit of the same general character and condition (as nearly as may be possible under the circumstances) as the Leased Improvements existing immediately prior to the Condemnation. In the event that (a) more than twenty-five Lessor elects to have Lessee restore the Facility, then Lessor shall pay to Lessee a construction fee equal to four percent (254%) of the floor area of any of the Premises is taken under the power of eminent domain; or (b) by reason of any appropriation or taking, regardless of the amount so taken, the remainder of any of the Premises is not one undivided parcel of property; or (c) total hard cost construction budget for such restoration as a result of any taking, regardless of the amount so taken, the remainder of any of the Premises is rendered unsuitable compensation for the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteria, Tenant shall have the right, in addition to its rights under Article 24, to terminate this Lease with respect to such taken Premises, upon giving notice in writing of such election within sixty (60) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consentservices, which consent fee shall not be unreasonably withheld) provided Tenant shall continue payable to pay Annual Rent and other amounts accruing hereunder through Lessee at such time as the date of terminationFacility is reopened to the public. In the event that such fee is not paid to Lessee at that time, then Lessee shall have the right to setoff such fee from the next installment(s) of Rent due under this Lease, and subsequent installments, if necessary, until such fee is paid in full. Lessor and Lessee shall each contribute to the cost of restoration that part of its Award specifically allocated to such restoration, if any, together with severance and other damages awarded for the taken Leased Improvements; provided, however, that the amount of such terminationcontribution shall not exceed such cost. (b) In the event of a partial Taking as described in Section 15.5(a), upon Tenant’s payment to Landlord which does not result in a termination of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth hereinthis Lease by Lessor, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Base Rent shall be adjusted as set forth abated in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give the manner and to the extent that is fair, just and equitable to both Lessee and Lessor, taking into consideration, among other party notice in writing thereof. If this Lease is not terminatedrelevant factors, Tenant shall remain in that portion the number of the Premises not so taken and Tenantusable rooms, at Tenant’s sole cost and expense, shall restore the remaining portion of the Premises as soon as possible to a complete unit of the quality and character as existed prior to such taking. Landlord agrees to reimburse Tenant for the cost of restoration, but in no event shall Landlord’s obligation to reimburse Tenant for the cost of restoring the remaining portion of the Premises exceed the amount of award square footage, or the revenues affected by such partial Taking. If Lessor and Lessee are unable to agree upon the amount of compensation that Landlord receives for a such abatement within 30 days after such partial taking of that portion of Taking, the Premises resulting in the need for restoration. So long as this Lease is not terminated in the manner provided above, there matter shall be an adjustment of the Annual Rent payable by Tenant hereunder submitted to Arbitration as provided for the Premises by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises under the power of eminent domain40.2 hereof.

Partial Taking. In If title to less than the event that (a) more than twenty-five percent (25%) whole of the floor area Leased Property is condemned, and the Leased Property is still suitable for its Primary Intended Use, and not Uneconomic for its Primary Intended Use, or if Lessee or Lessor is entitled but neither elects to terminate this Lease as provided in Section 15.3, Lessee at its cost shall with all reasonable dispatch, but only to the extent of any condemnation awards made available to Lessee and other sums advanced by Lessor pursuant to the next sentence, restore the untaken portion of any Leased Improvements so that such Leased Improvements constitute a complete architectural unit of the Premises is taken same general character and condition (as nearly as may be possible under the power of eminent domain; or (bcircumstances) by reason of any appropriation or takingas the Leased Improvements existing immediately prior to the Condemnation. If the condemnation awards are not adequate to restore the Facility as aforesaid, regardless each of the amount so takenLessor and Lessee shall have the right to terminate this Lease, without in any way affecting any Other Leases for Other Properties then in effect between Lessor and Lessee, by giving Notice to the remainder of any of the Premises other; provided, however, that if such termination is not one undivided parcel of property; or (c) as a result of any takingby Lessee, regardless of the amount so taken, the remainder of any of the Premises is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteria, Tenant Lessor shall have the right, in addition to its rights under Article 24Lessor's sole discretion, to terminate keep this Lease with respect to such taken Premisesin full force and effect by providing, upon giving notice in writing of such election within sixty thirty (6030) days after receipt by Tenant from Landlord Lessee's Notice of written notice termination, a Notice to Lessee of Lessor's unconditional, legally binding obligation to be responsible for all restoration costs in excess of the condemnation awards. Lessor shall in good faith seek a fair and equitable allocation of any Award among restoration, taken Leasehold Improvements and other elements. Lessor shall contribute to the cost of restoration that said Premises have been so appropriated or part of its Award specifically allocated to such restoration, together with severance and other damages awarded for the taken (with Leased Improvements; provided, however, that the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect amount of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent contribution shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date of terminationexceed such cost. In the event of such terminationa partial taking after which this Lease shall not be terminated, upon Tenant’s payment to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Base Rent shall be adjusted as set forth abated in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give the manner and to the extent that is fair, just and equitable to both Lessee and Lessor, taking into consideration, among other party notice in writing thereofrelevant factors, the number of usable rooms, or the revenues affected by such partial taking. If this Lease is not terminated, Tenant shall remain in that portion of the Premises not so taken Lessor and Tenant, at Tenant’s sole cost and expense, shall restore the remaining portion of the Premises as soon as possible Lessee are unable to a complete unit of the quality and character as existed prior to such taking. Landlord agrees to reimburse Tenant for the cost of restoration, but in no event shall Landlord’s obligation to reimburse Tenant for the cost of restoring the remaining portion of the Premises exceed agree upon the amount of award of compensation that Landlord receives such abatement within thirty (30) days after such partial taking, the matter may be submitted by either party to arbitration in accordance with Section 40.1 below for a partial taking of that portion of the Premises resulting in the need for restoration. So long as this Lease is not terminated in the manner provided above, there shall be an adjustment of the Annual Rent payable by Tenant hereunder for the Premises by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises under the power of eminent domainresolution.

Partial Taking. In the event that (a) more If less than twenty-five percent (25%) such a material portion of the Premises shall be taken or condemned, as aforesaid, this Lease shall continue and shall remain in full force and effect; provided, however, that the Base Rent hereunder shall thereafter be reduced in an equitable manner in proportion to the reduction in value of the Premises for Tenant's use. The Base Rent shall be reduced to the product obtained when the Base Rent otherwise payable hereunder is multiplied by a fraction, the numerator of which shall be the total floor area of any the Building (expressed in square feet) remaining following the condemnation and restoration, and the denominator of which shall be the total floor area thereof (expressed in square feet) upon the Commencement Date. Such reduction in Base Rent shall first become effective as of the Premises is taken under the power of eminent domain; or (b) by reason of any appropriation or taking, regardless first day of the amount so takenmonth next succeeding the date of vesting of title in the condemning authority, the remainder of any of the Premises is not one undivided parcel of property; or (c) as a result of any taking, regardless of the amount so taken, the remainder of any of the Premises is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteria, Tenant shall have the right, in addition to its rights under Article 24, to terminate this Lease with respect to such taken Premises, upon giving notice in writing of such election within sixty (60) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual in any event diminish, reduce or xxxxx the Impositions, Additional Rent and other amounts accruing charges payable hereunder through the date of terminationby Tenant. In the event of such terminationa partial condemnation, upon Tenant shall promptly make, or cause to be made, all demolition, repairs, reconstruction, restoration, replacement or rebuilding and all other work necessary, as nearly as may be practicable, to restore the Building Elements to the utility and condition immediately prior to such taking (and including any new parking areas and/or demolition of the existing Building, to the extent the same may be reasonably necessary to accommodate Tenant’s 's use of the Premises after the condemnation). The net proceeds of the award in respect of such partial taking or condemnation, after the payment of all fees and expenses incurred in connection with the collection of such award, shall be paid over to Landlord, and shall be held in trust by Landlord or Landlord's designee and shall be made available to Tenant as work progresses (subject to periodic delivery to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except appropriate architect's certifications as to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give to the other party notice in writing thereof. If this Lease is not terminated, Tenant shall remain in that portion of the Premises not so taken and Tenant, at Tenant’s sole cost and expense, shall restore the remaining portion of the Premises as soon as possible to a complete unit of the quality and character as existed prior to such taking. Landlord agrees to reimburse Tenant for the cost of restorationthe required work remaining until full completion, but and title company certifications as to the absence of any liens, or encumbrances relating to such work) for use in no event shall Landlord’s obligation to reimburse Tenant making payments when due for the demolition, repairs, restoration or replacement required under this Article 14, and pursuant to such controls and subject to such approvals as Landlord or Landlord's mortgagee shall reasonably require. If such proceeds shall be insufficient to pay the entire cost of restoring such work, Tenant agrees to pay the remaining portion deficiency. At any time after the completion of such work, the balance of the Premises exceed proceeds not theretofore used pursuant to the amount foregoing provisions of award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting in the need for restoration. So long as this Lease is not terminated in the manner provided above, there section shall be an adjustment of the Annual Rent payable by Tenant hereunder for the Premises by reason of any partial taking paid to Landlord or Landlord's mortgagee as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises under the power of eminent domaintheir interests shall appear.

Partial Taking. ‌ 15.3.1 If during the Term the Arena Facility is the subject of a Taking that is not a Substantial Taking, or if a Substantial Taking occurs but this Agreement and the Noncompetition/Non-Relocation Agreement are not terminated and the Condemnation Award is, in the reasonable estimation of the Arena Manager (which estimation is reasonably approved by the City), sufficient to restore the remainder of the Arena Facility to the Condemnation Restoration Standard, such Condemnation Award shall be deposited in an account specified by Arena Manager. In such event, the event that Condemnation Award shall be disbursed from said account to pay the costs of such restoration in accordance with the Condemnation Restoration Standard, as soon as is reasonably possible and this Agreement and the Noncompetition/Non-Relocation Agreement shall continue in full force and effect. 15.3.2 If during the Term (a) more than twenty-five percent (25%) the Arena Facility is the subject of the floor area of any of the Premises a Taking that is taken under the power of eminent domainnot a Substantial Taking; or (b) by reason of any appropriation or takingthe Condemnation Award is, regardless in the reasonable estimation of the amount so takenArena Manager (which estimation is reasonably approved by the City), insufficient to pay the remainder costs of any restoration of the Premises is not one undivided parcel of propertyArena Facility to the Condemnation Restoration Standard; or and (c) as a result of any takingmonies received under Sections 15.3.4 and 15.3.5 below (together with the Condemnation Award), regardless are sufficient in the reasonable estimation of the Arena Manager (which estimation is reasonably approved by the City) to pay the amount so takenby which the costs of such restoration exceed the Condemnation Award, the remainder Condemnation Award and such monies shall be disbursed from the account into the foregoing account to pay the costs of any such restoration in accordance with the Condemnation Restoration Standard as soon as is reasonably possible. In such event, this Agreement and the Noncompetition/Non-Relocation Agreement shall continue in full force and effect. 15.3.3 If the monies in the account specified by Arena Manager (after the deposit of the Premises Condemnation Award therein), are insufficient to pay the costs of such restoration, then, within 90 days after the date of the Taking, the Arena Manager shall give the Team Owner and the City notice of the Condemnation Deficiency, and the Arena Manager shall elect to either (i) provide, within 30 days after providing such notice, additional monies in the amount of the Condemnation Deficiency, or (ii) terminate this Agreement and the Noncompetition/Non-Relocation Agreement by notice of termination to the other parties. 15.3.4 If the Arena Manager elects to provide the amount of the Condemnation Deficiency, the Arena Manager shall deposit such amount in the account specified by Arena Manager, and monies shall be disbursed from said account to pay the costs of such restoration in accordance with the Condemnation Restoration Standard as soon as is rendered unsuitable reasonably possible. In such event, this Agreement and the Noncompetition/Non-Relocation Agreement shall continue in full force and effect. The Arena Manager shall be reimbursed for the continued operation amount provided to the Arena Manager pursuant to this Section (plus interest at the Interest Rate from the date of Tenant’s business provision to the date of reimbursement) from the specified account, as determined by Tenant in good faith monies become available from such account. 15.3.5 If the Arena Manager is entitled to and based on commercially reasonable standards does elect to so terminate this Agreement and criteriathe Noncompetition/Non-Relocation Agreement, Tenant the City shall have the rightright (within 30 days after the City’s receipt of notice of the Arena Manager’s election to so terminate) to give notice to the other parties of the City’s intent to pay the amount of the Condemnation Deficiency, in addition to its rights under Article 24which event the City shall deliver, to terminate this Lease with respect to such taken Premises, upon giving notice in writing of such election within sixty (60) 30 days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date of terminationthe City’s notice, the amount of the Condemnation Deficiency to the Arena Manager for deposit into the Arena Manager’s specified account. In Upon such deposit, the event Arena Manager’s election to terminate shall be deemed rescinded and void, and monies shall be disbursed from such account to pay the costs of such termination, upon Tenant’s payment to Landlord of all rents and other amounts accruing hereunder through such date and restoration in connection accordance with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give to the other party notice in writing thereof. If this Lease is not terminated, Tenant shall remain in that portion of the Premises not so taken and Tenant, at Tenant’s sole cost and expense, shall restore the remaining portion of the Premises Condemnation Restoration Standard as soon as possible is reasonably possible. In such event, this Agreement and the Noncompetition/Non-Relocation Agreement shall continue in full force and effect. 15.3.6 If the City does not give such notice to a complete unit the City’s intent to pay the Condemnation Deficiency amount within 30 days after the City’s receipt of the quality Arena Manager’s notice of election to terminate, or does not deliver the Condemnation Deficiency amount to the Arena Manager within the thirty-day period for delivery described above, this Agreement and character as existed prior to such taking. Landlord agrees to reimburse Tenant for the cost of restoration, but in no event Noncompetition/Non-Relocation Agreement shall Landlord’s obligation to reimburse Tenant for be terminated at the cost of restoring the remaining portion expiration of the Premises exceed applicable thirty-day period, and the amount of award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting in the need for restoration. So long as this Lease is not terminated in the manner provided above, there Condemnation Award shall be an adjustment of paid to the Annual Rent payable by Tenant hereunder for the Premises by reason of any partial taking parties as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which their interests may arise by reason of any partial taking of any of the Premises under the power of eminent domainappear.

Partial Taking. In (i) If there is a Condemnation of a portion of a Facility, this Master Lease shall remain in effect if the event that (a) more than twenty-five percent (25%) of the floor area of any of the Premises is taken under the power of eminent domain; or (b) by reason of any appropriation or taking, regardless of the amount so taken, the remainder of any of the Premises affected Facility is not one undivided parcel of property; or (c) as a result of any takingthereby rendered, regardless of in the amount so taken, the remainder of any of the Premises is rendered unsuitable for the continued operation reasonable determination of Tenant, Unsuitable for Its Primary Intended Use, but if such Facility is thereby rendered Unsuitable for Its Primary Intended Use, this Master Lease shall at Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteria, Tenant shall have the right, in addition to its rights under Article 24, to option terminate this Lease with respect to such taken Premises, upon giving notice in writing Facility as of the date on which Notice of such election determination is delivered to Landlord and Rent will xxxxx in accordance with Section 14.6. (ii) Notwithstanding the foregoing, in the event of a Condemnation of a portion of a Facility representing fifty (50%) or more of the fair market value of such Facility, Tenant may terminate this Master Lease as to such Facility (but not as to any other Facility) as of the date on which Notice of such termination is delivered to Landlord in which event, Rent will xxxxx in accordance with Section 14.6. (iii) In the event of a Condemnation of a portion of a Facility representing ten percent (10%) or more of the fair market value of such Facility during the final two years of the then-current Term (after giving effect to any Renewal Notice that has been delivered or is delivered pursuant to the proviso below), either Landlord or Tenant may terminate this Master Lease as to such Facility (but not as to any other Facility) as of the day before the Date of Taking and Rent will continue unabated for the remainder of the Term; provided, however, such termination by Landlord shall not be effective in the event that Tenant elects, within sixty (60) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant Landlord’s election to assess the effect of such partial taking on terminate, to exercise Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date of terminationnext arising option for a Renewal Term. In the event of such termination, upon Tenant’s payment to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both Any dispute between Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give with respect to the other party notice in writing thereofextent of a Condemnation will be determined by Experts pursuant to Section 34.1. If Tenant elects to terminate this Master Lease is not terminatedwith respect to a Facility during the final two years of the then-current Term in accordance with this Section 15.1, Tenant shall remain in that portion of the Premises not so taken and Tenant, at be deemed to have forfeited Tenant’s sole cost and expense, shall restore the remaining portion of the Premises as soon as possible right to a complete unit of the quality and character as existed prior to such taking. Landlord agrees to reimburse Tenant for the cost of restoration, but in no event shall Landlord’s obligation to reimburse Tenant for the cost of restoring the remaining portion of the Premises exceed the amount of award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting in the need for restoration. So long as this Lease is not terminated in the manner provided above, there shall be an adjustment of the Annual Rent payable by Tenant hereunder for the Premises by reason of exercise any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises under the power of eminent domainfurther Renewal Terms.

Partial Taking. In 14.2.1 Tenant may, at its election, terminate this Lease upon the event that occurrence of any condemnation, or conveyance in lieu of condemnation, which affects: (ai) more than twenty-five Twenty percent (2520%) or more of the floor area of any the Premises; (ii) Twenty percent (20%) or more of the Premises is taken under the power of eminent domain; or (b) by reason of any appropriation or taking, regardless parking areas of the amount so taken, the remainder of any Property shown on EXHIBIT "B" annexed hereto; or (iii) Any portion of the Premises is not one undivided parcel of property; or (c) as a result of any taking, regardless of Common Areas whose condemnation would materially affect ingress to and egress from the amount so taken, the remainder of any of the Premises is rendered unsuitable for the continued operation Premises. Tenant shall give Landlord notice of Tenant’s business as determined by 's election within thirty (30) days after Tenant in good faith and based on commercially reasonable standards and criteriashall receive notice of such pending condemnation. If Tenant fails to give Landlord such written notice within such thirty (30) day period, Tenant shall be conclusively deemed to have the right, in addition to its rights under Article 24, elected not to terminate this Lease. Notwithstanding any termination of this Lease with respect to such taken Premises, upon giving notice in writing of such election within sixty (60) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time hereunder, Tenant, at its election, may be extended as reasonably necessary for Tenant continue to assess the effect of such partial taking on Tenant’s continued operation of its business at occupy the Premises, subject to Landlord’s prior written consentthe terms and provisions of this Lease, which consent shall not be unreasonably withheld) provided for all or such part, as Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through may determine, for the period between the date of termination. In such taking and the event date when possession of such termination, upon Tenant’s payment the Premises shall be taken by the appropriate authority. 14.2.2 Notwithstanding anything to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as the contrary set forth herein, both Landlord and Tenant shall thereupon be released from if any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give to the other party notice in writing thereof. If this Lease is not terminated, Tenant shall remain in that portion of the Premises not so taken is condemned or conveyed in lieu of such condemnation during the last two (2) years of the term hereof, then either Tenant or Landlord may terminate this Lease upon thirty (30) days written notice to the other party; provided, however, that any such notice of termination by Landlord shall be ineffective, and this Lease shall remain in full force and effect, if Tenant, within thirty (30) days after receipt of such notice from Landlord, shall give notice to Landlord of its intention to extend the term of this Lease in accordance with ARTICLE III above. If Tenant gives Landlord such notice of such renewal, Landlord shall repair and/or restore the Premises in accordance with the terms and conditions of this ARTICLE XIV. Notwithstanding any termination of this Lease pursuant to the terms and conditions of this Section 14.2.2, Tenant, at Tenant’s sole cost its election, may continue to occupy the Premises, subject to the terms and expenseconditions of this Lease, shall restore for the remaining portion period between the date of such taking and the date when possession of the Premises as soon as possible property to a complete unit of the quality and character as existed prior to such taking. Landlord agrees to reimburse Tenant for the cost of restoration, but in no event shall Landlord’s obligation to reimburse Tenant for the cost of restoring the remaining portion of the Premises exceed the amount of award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting in the need for restoration. So long as this Lease is not terminated in the manner provided above, there be condemned shall be an adjustment of taken by the Annual Rent payable by Tenant hereunder for the Premises by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises under the power of eminent domainappropriate authority.

Partial Taking. In the event that (a) more than twenty-five percent (25%) of the floor area of any If a portion of the Premises is taken under condemned and Section 10.2 does not apply, the power of eminent domain; or Lease shall continue on the following terms: (b1) by reason of any appropriation or taking, regardless Lessor shall be entitled to all of the amount so takenproceeds of condemnation, the remainder of any of the Premises is not one undivided parcel of property; or (c) and Lessee shall have no claim against Lessor as a result of any takingthe condemnation, regardless except it shall have a claim against the condemning authority as permitted by statute, for the value of fixtures installed by it, relocation expenses, and for reasonable moving expenses, if applicable. (2) Lessor shall proceed, promptly upon its receipt of the amount so takencondemnation award, to make such repairs and alterations to the remainder Premises as are necessary to restore the remaining Premises to a condition as comparable as reasonably practicable to that existing at the time of any the condemnation. Such repairs shall be completed as rapidly as reasonably practical, subject to obtaining all necessary building approvals and permits, and shall be completed within six (6) months unless delayed without fault or neglect of Lessor (excusable delay shall include the delay of building officials in granting permits, where Lessor has submitted timely and adequate plans and specifications). If such repairs are delayed longer than six (6) months due to the fault or neglect of Lessor, Lessee may terminate the Lease. (3) After the date on which title vests in the condemning authority or an earlier date on which alterations or repairs are commenced by Lessor, to restore the balance of the Premises is rendered unsuitable for in anticipation of taking, the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteria, Tenant shall have the right, in addition to its rights under Article 24, to terminate this Lease with respect to such taken Premises, upon giving notice in writing of such election within sixty (60) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date of termination. In the event of such termination, upon Tenant’s payment to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Base Rent shall be adjusted as set forth reduced in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give proportion to the other party notice reduction in writing thereofusable space on account of the partial taking. If this Lease is not terminated, Tenant shall remain in that portion of the Premises not so taken and Tenant, at Tenant’s sole cost and expense, shall restore the remaining portion of the Premises as soon as possible parties are unable to a complete unit of the quality and character as existed prior to such taking. Landlord agrees to reimburse Tenant for the cost of restoration, but in no event shall Landlord’s obligation to reimburse Tenant for the cost of restoring the remaining portion of the Premises exceed agree on the amount of award of compensation that Landlord receives for a partial taking of that portion of rent, the Premises resulting in the need for restoration. So long as this Lease is not terminated amount shall be determined by arbitration in the manner provided abovein Section 21. (4) During any period of reconstruction or renovation, there shall be an adjustment abatement of Base Rent, additional rent, and all other charges under the Lease until the earlier of a) Lessee's reopening business to the public; or b) thirty (30) days following completion of Lessor's renovation work. (5) If a portion of Lessor's property not included in the Premises is taken, and severance damages are awarded on account of the Annual Rent payable by Tenant hereunder Premises, or an award is made for detriment to the Premises as a result of activity by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial a public body not involving a physical taking of any portion of the Premises, this shall be regarded as a partial condemnation to which Sections 10.1(1) and 10.1(3) apply, and the Base Rent shall be reduced to the extent of reduction in rental value of the Premises under as though a portion had been physically taken. (6) The term of the power Lease shall be automatically extended by any period of eminent domaintime that Lessee's business is closed due to a partial taking or the renovation or repair thereof.

Partial Taking. In If title to less than the event that (a) more than twenty-five percent (25%) whole of the floor area Leased Property is condemned, and the Leased Property is still suitable for its Primary Intended Use, and not Uneconomic for its Primary Intended Use, or if Lessee or Lessor is entitled but neither elects not to terminate this Lease as provided in SECTION 15.3, Lessee at its cost shall with all reasonable dispatch, but only to the extent of any condemnation awards made available to Lessee and any other sums advanced by Lessor pursuant to the next sentence, restore the untaken portion of any Improvements so that such Improvements constitute a complete architectural unit of the Premises is taken same general character and condition (as nearly as may be possible under the power of eminent domain; or (b) by reason of any appropriation or taking, regardless of the amount so taken, the remainder of any of the Premises is not one undivided parcel of property; or (ccircumstances) as a result the Improvements existing immediately prior to the Condemnation. If the condemnation awards are not adequate to restore the Facility to that condition, each of Lessor and Lessee shall have the right to terminate this Lease, without in any takingway affecting any other leases in effect between Lessor and Lessee, regardless of by giving Notice to the amount so takenother; provided, the remainder of any of the Premises however that, if such termination is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteriaLessee, Tenant Lessor shall have the right, in addition to its rights under Article 24sole discretion, to terminate nullify the termination and keep this Lease with respect to such taken Premisesin full force by providing, upon giving notice in writing of such election within sixty thirty (6030) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on TenantLessee’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date Notice of termination. In , a Notice to Lessee of Lessor’s unconditional, legally binding obligation to be responsible for all restoration costs in excess of the event of such termination, upon Tenant’s payment to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give to the other party notice in writing thereofcondemnation awards. If this Lease is not terminatedterminated and Lessee restores the Facility, Tenant the condemnation awards, and any other sums made available by Lessor as aforesaid, subject to the terms of any lender mortgage, shall remain be held in that portion trust by Lessor and paid out by Lessor from time to time for the reasonable costs of such restoration upon satisfaction of reasonable terms and conditions, and any excess awards remaining after such restoration shall be retained by Lessor unless the partial condemnation materially impairs the operations or financial performance of the Premises not so taken Facility, in which latter event the award shall be equitably apportioned between Lessor and Tenant, at Tenant’s sole cost and expense, shall restore Lessee in proportion to the remaining portion then fair market values of the Premises as soon as possible respective estates and interests of Lessor and Lessee in and to a complete unit of the quality Leased Property and character as existed prior to such taking. Landlord agrees to reimburse Tenant for the cost of restoration, but in no event shall Landlord’s obligation to reimburse Tenant for the cost of restoring the remaining portion of the Premises exceed the amount of award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting in the need for restoration. So long as under this Lease is not terminated in the manner provided above, there shall be an adjustment of the Annual Rent payable by Tenant hereunder for the Premises by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises under the power of eminent domainLease.

Partial Taking. In the event that (a) more than twenty-five percent If the Taking is not a Substantial Taking or a Temporary Taking (25%) a “Partial Taking”), this Lease shall remain in full force and effect, provided, however, that on the date of such Partial Taking this Lease shall terminate as to the portion of the floor area Private Facilities taken, which portion shall no longer be deemed part of the Premises. Tenant shall promptly restore the Private Facilities to the extent reasonably practicable given the nature and scope of the Partial Taking and the requirements of applicable Law, to a condition consistent with the Building Standards (the “Condemnation Restoration Work”). (b) The Award for the Partial Taking shall be allocated as follows: (i) If the Partial Taking includes any of the Premises is taken under Private Facilities, the power of eminent domain; or Award shall first be applied to effectuate the Condemnation Restoration Work. (bii) by reason of any appropriation or taking, regardless The balance of the Award (if any) shall be allocated between Tenant and Landlord as follows: (A) Landlord shall be entitled to an amount so taken, equal to the remainder of any Value of the Premises is not one undivided parcel of property; or Landlord’s Estate subject to the Partial Taking; (cB) as a result of any taking, regardless Tenant shall be entitled to an amount equal to the Value of the amount so taken, the remainder of any of the Premises is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteria, Tenant shall have the right, in addition to its rights under Article 24, to terminate this Lease with respect to such taken Premises, upon giving notice in writing of such election within sixty (60) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, Leasehold Interest subject to Landlord’s prior written consent, which consent shall not be unreasonably withheldthe Partial Taking; and (C) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date of termination. In the event of such termination, upon Tenant’s payment to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination except as otherwise set forth herein, both the balance of the Award, if any, paid on a pari passu (i.e., share and share alike) basis to Landlord and Tenant shall thereupon Tenant. (c) If there is a Leasehold Mortgagee, the portion of the condemnation award to be released from any liability thereafter accruing hereunder, except as applied to obligations hereunder which survive the termination hereof and the Annual Rent Condemnation Restoration Work shall be adjusted paid, reserved or disbursed in accordance with the procedures established in the Leasehold Mortgage, and Xxxxxx’s portion of the Award shall be paid in accordance with the provisions of the Leasehold Mortgage. If no Leasehold Mortgage encumbers the Private Facilities at the time of the Partial Taking, then (i) if the cost of the Condemnation Restoration Work, as reasonably estimated, is less than $1,000,000.00, the portion of the award needed to effect the Condemnation Restoration Work shall be paid to Tenant, who shall effect the Condemnation Restoration Work, and (ii) if the cost of effecting the Condemnation Restoration Work is equal to or greater than $1,000,000.00, the portion of the Award needed for restoration of the Improvements shall be paid to a Depository, who shall hold and distribute such portion of the Award to Tenant as the restoration work progresses in the same manner as provided in Section 10.2 with respect to insurance proceeds and subject to the same conditions. The dollar amount threshold set forth in Section 15.05 below. Each Party agrees immediately after learning this provision shall be increased every tenth Calendar Year by application of the preceding ten-year cumulative compound change in the CPI. (d) If the Partial Taking does not include any actual or contemplated appropriation or taking to give to the other party notice in writing thereof. If this Lease is not terminated, Tenant shall remain in that portion of the Premises not so taken and TenantPrivate Facilities, at the entire Award shall be paid to the Landlord, except any Award payable to Tenant for loss or deprivation of Tenant’s sole cost and expense, shall restore Leasehold Interest and/or the remaining portion Value of the Premises as soon as possible to a complete unit of the quality and character as existed prior to such taking. Landlord agrees to reimburse Tenant for the cost of restoration, but in no event shall Landlord’s obligation to reimburse Tenant for the cost of restoring the remaining portion of the Premises exceed the amount of award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting in the need for restoration. So long as this Lease is not terminated in the manner provided above, there shall be an adjustment of the Annual Rent payable by Tenant hereunder for the Premises by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises under the power of eminent domainLeasehold Estate.

Partial Taking. In If the event that (a) more fee of a substantial part but less than twenty-five percent (25%) all of the floor area Xxxxxx Complex, other improvements or real property of any which the Premises are a part and the land underlying the same is so condemned or appropr!ated, and if the remainder of the Premises is taken under can reasonably be used for substantially the power of eminent domain; or (b) by reason of any appropriation or takingsame purposes and in substantially the same manner, regardless of except for the amount so takenof floor space, the remainder of any of as the Premises is not one undivided parcel of property; prior to such condemnation or (c) as a result of any takingappropriation, regardless of the amount so taken, the remainder of any of the Premises is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteria, Tenant shall have the right, in addition to its rights under Article 24, to terminate then this Lease shall continue in full force and effect without change, with respect to such taken Premises, upon giving notice in writing of such election within sixty (60) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date of termination. In the event of such termination, upon Tenant’s payment to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give to the other party notice in writing thereof. If this Lease is not terminated, Tenant shall remain in that portion of the Premises not so taken and Tenant, at Tenant’s sole cost and expense, shall restore the remaining portion of the Premises as soon as possible Premises, except that Minimum Rent shall be equitably adjusted. The foregoing notwithstanding, the Landlord at its option, may notify Tenant of its desire to a complete unit of terminate this Lease, such termination to be effective on date set by Landlord. If this Lease shall so continue, the quality Landlord shall, at its own cost and character as existed prior to such taking. Landlord agrees to reimburse Tenant for the cost of restorationexpense, but in no event shall Landlord’s obligation to reimburse Tenant for the cost of restoring with reasonable promptness, repair and/or rebuild the remaining portion of the Premises exceed Premises; provided, however, that the Landlord shall in no event be required to expend for such work an amount in excess of the amount of award of compensation that money received by said Landlord receives for a partial the taking of that the portion of the Premises resulting condemned. The amount of money received by Landlord shall mean that part of the award in condemnation which is free and clear to Landlord of any demand by mortgage, mortgages or other secured parties for the need for restorationvalue of the diminished fee. So long as this Lease If, during the performance of any such work, the business of the Tenant is not terminated in the manner provided abovesubstantially interrupted, there Minimum Rent shall be an adjustment of equitably adjusted until such work is completed. If the Annual Rent payable by Tenant hereunder for the Premises by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any part of the Premises under not condemned cannot be used for substantially the power same purposes and in substantially the same manner, except for the amount of eminent domainspace, as the Premises prior to such condemnation, the Landlord and the Tenant shall each have the option to terminate this Lease by written notice to the other within ninety (90) days after the date of taking. If any such notice be given, the Lease shall terminate at the end of the month in which occurs the thirtieth (30th) day after the giving of such notice. The foregoing notwithstanding, the Landlord, at its option, may notify Tenant of its desire to terminate this Lease, such termination to be effective on date set by Landlord.

Partial Taking. In the event that (a) more than twenty-five percent (25%) of the floor area of If any portion of the Premises is taken under by condemnation this Lease shall remain in effect, except that TENANT can elect to terminate this Lease if the power of eminent domain; or (b) by reason of any appropriation or taking, regardless of the amount so taken, the remainder of any of the Premises is not one undivided parcel of property; or (c) as a result of any taking, regardless of the amount so taken, the remainder of any remaining portion of the Premises is rendered unsuitable for TENANT'S continued use of the continued operation Premises. If TENANT elects to terminate this Lease, TENANT must exercise its right to terminate pursuant to this paragraph by giving notice to LANDLORD within twenty (20) days after the nature and the extent of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteria, Tenant shall the taking have the right, in addition to its rights under Article 24, been finally determined. If TENANT elects to terminate this Lease with respect to such taken Premisesas provided in this paragraph, upon giving notice in writing TENANT also shall notify LANDLORD of such election within the date of termination, which date shall not be earlier than (30) days nor later than sixty (60) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation TENANT has notified LANDLORD of its business at the Premises, subject election to Landlord’s prior written consent, which consent terminate; except that this Lease shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through terminate on the date of termination. In taking if the event date of such termination, upon Tenant’s payment to Landlord taking falls on a date before the date of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth hereindesignated by TENANT. If TENANT does not terminate this Lease within the twenty (20) day period, both Landlord this Lease shall continue in full force and Tenant shall thereupon be released from any liability thereafter accruing hereundereffect, except as to obligations hereunder which survive the termination hereof and the Annual that minimum monthly Rent shall be adjusted as set forth in Section 15.05 belowreduced pursuant to paragraph 18(D). Each Party agrees immediately after learning of D. EFFECT ON RENT: If any actual or contemplated appropriation or taking to give to the other party notice in writing thereof. If this Lease is not terminated, Tenant shall remain in that portion of the Premises not so is taken by condemnation and Tenantthis Lease remains in full force and effect, at Tenant’s sole cost and expense, on the date of taking the minimum monthly Rent shall restore be reduced by an amount that is in the remaining same ratio to minimum monthly Rent as the value of the area or the portion of the Premises as soon as possible taken bears to a complete unit of the quality and character as existed prior to such taking. Landlord agrees to reimburse Tenant for the cost of restoration, but in no event shall Landlord’s obligation to reimburse Tenant for the cost of restoring the remaining portion total value of the Premises exceed immediately before the amount date of taking. E. AWARD-DISTRIBUTION: The award of compensation shall belong to and be paid to LANDLORD, except that Landlord receives for TENANT shall receive from the award a partial taking of that portion of the Premises resulting in the need for restoration. So long as this Lease is not terminated in the manner provided above, there shall be an adjustment of the Annual Rent payable by Tenant hereunder for sum attributable to TENANT'S improvements or alterations made to the Premises by reason of any partial taking as set forth TENANT in Section 15.05 below. Tenant hereby waives any statutory rights of termination accordance with this Lease, which may arise by reason of any partial taking of any of TENANT'S improvements or alterations TENANT has the right to remove from the Premises under pursuant to the power provisions of eminent domainthis Lease but elects not to remove. TENANT shall have the right to independently pursue a TENANT award. 19.

Partial Taking. If, after a taking, enough of the Demised -------------- Premises remains that can be used for substantially the same purposes for which they were used immediately before the taking, as reasonably determined by Tenant: (1) this Lease will end on the ending date as to the part of the Demised Premises which is taken; (2) beginning on the day after the ending date, Base Rent for so much of the Demised Premises as remains will be reduced in the proportion of the rentable area of the Demised Premises remaining after the taking to the rentable area of the Demised Premises before the taking (both determined according to BOMA Standards as defined on Exhibit "C" hereto) and any prepaid rent will be ----------- appropriately prorated; (3) Landlord shall, at its sole cost and expense, restore the Demised Premises as speedily as practical but in any event within two hundred seventy (270) days after the taking; provided, however, Landlord's obligation shall be limited to the work and improvements which were originally performed or installed at Landlord's expense as described in Exhibit "C" attached hereto (if ----------- the cost of performing such repairs exceeds the actual condemnation proceeds paid or payable to Landlord on account of such Taking, Landlord may terminate this Lease unless Tenant, within forty five (45) days after demand therefor, deposits with Landlord a sum of money sufficient to pay the difference between the cost of repair and the condemnation proceeds available to Landlord for such purpose). If Landlord, subject to Force Majeure and subject to delays caused by Tenant, does not restore the Demised Premises as required in this Paragraph 20(b)(3) within the time period herein set forth, Tenant may terminate this Lease at any time thereafter [and rent shall be abated as of the date of termination (and as of the date of the taking with respect to the affected portion)], prior to the date such restoration is substantially completed, provided (i) Tenant gives Landlord written notice of such termination after the date Landlord was required to have completed such restoration and prior to the date such restoration is substantially completed, and (ii) Landlord does not complete the restoration within thirty (30) days after Tenant's notice subject to Force Majeure and subject to delays caused by Tenant. (4) Landlord will keep the balance of the award remaining after payment of the costs and expenses of Landlord's restoration pursuant to Paragraph 20(b)(3). In the event that (a) addition, if more than twenty-five percent (25%) of the floor area of any parking spaces on the Demised Premises are subject to a taking and all such taken parking spaces are not permanently replaced by Landlord with reasonably comparable spaces on or adjacent to the Project within two hundred seventy (270) days from the date of the Premises is taken under the power of eminent domain; or (b) by reason of any appropriation or taking, regardless or if a taking of a portion of the amount so takenDemised Premises results in access to the Demised Premises being materially adversely affected and the Demised Premises cannot be restored, within two hundred seventy (270) days from the remainder of any date of the taking, to a condition where access to the Demised Premises is not one undivided parcel of property; or (c) as a result of any taking, regardless of the amount so taken, the remainder of any of the Premises is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteriamaterially adversely affected, Tenant shall have the right, in addition to its rights under Article 24, right to terminate this Lease with respect to such taken Premises, upon giving notice in writing of such election within sixty (60) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date of termination. In the event of such termination, upon Tenant’s payment to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give to the other party notice in writing thereof. If this Lease is not terminated, Tenant shall remain in that portion of the Premises not so taken and Tenant, at Tenant’s sole cost and expense, shall restore the remaining portion of the Premises as soon as possible to a complete unit of the quality and character as existed prior to such taking. Landlord agrees to reimburse Tenant for the cost of restoration, but in no event shall Landlord’s obligation to reimburse Tenant for the cost of restoring the remaining portion of the Premises exceed the amount of award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting in the need for restoration. So long as this Lease is not terminated in the manner provided above, there shall be an adjustment of the Annual Rent payable by Tenant hereunder for the Premises by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises under the power of eminent domainLease.

Partial Taking. In the event that (a) more than twenty-five percent (25%) of the floor area If any portion of any of the Premises Facility is taken under by Condemnation, this Lease shall remain in effect as to such Facility if the power of eminent domain; or (b) by reason of any appropriation or taking, regardless of the amount so taken, the remainder of any of the Premises Facility located thereon is not thereby rendered Unsuitable For Its Primary Intended Use, but if the Facility is thereby rendered Unsuitable For Its Primary Intended Use, this Lease shall terminate as to such Facility on the Date of Taking, in which event the provisions of Section 8.2.10 governing the deletion of one undivided parcel of property; or (c) more Facilities from this Lease upon a Condemnation shall apply. If, as a result of any taking, regardless of the amount so taken, the remainder of any of the Premises is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteria, Tenant shall have the right, in addition to its rights under Article 24, to terminate this Lease with respect to such taken Premises, upon giving notice in writing of such election within sixty (60) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premisesby Condemnation, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date of termination. In the event of such termination, upon Tenant’s payment to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give to the other party notice in writing thereof. If this Lease is not terminatedterminated as provided above, Xxxxxx’s obligation to make payments of Rent and to pay all other charges required under this Lease shall remain unabated during the Term notwithstanding such Condemnation. Upon any partial taking by Condemnation of any Facility, the entire Award shall belong to and be paid to Landlord, except that, subject to the rights of any Facility Mortgagees, Tenant shall remain be entitled to receive from the Award, if and to the extent such Award specifically includes such items, amounts specifically attributable to the following: (a) Tenant Property and any reasonable removal and relocation costs included in that portion of the Premises not so taken and Tenant, at Tenant’s sole cost and expense, shall restore the remaining portion of the Premises as soon as possible to a complete unit of the quality and character as existed prior to such taking. Landlord agrees to reimburse Tenant for the cost of restoration, but in no event shall Landlord’s obligation to reimburse Tenant for Award; (b) the cost of restoring the remaining portion Facility or Facilities in accordance with Section 13.3; and (c) the interruption of business operations, which sum, if and to the Premises exceed the amount of award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting in the need for restoration. So long as this Lease is not terminated in the manner provided aboveextent received by Xxxxxxxx, there shall be an adjustment credited against payments of Rent and other charges due from Tenant to Landlord under this Lease. Nothing contained herein, however, shall prevent Tenant from pursuing a separate claim against the Annual Rent payable by Tenant hereunder applicable authority for business damages, relocation expenses and the Premises by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of Tenant Personal Property, provided that such claim shall in no way diminish the Premises awards payable to or recoverable by Landlord in connection with such taking under the power of eminent domainany applicable insurance policy or otherwise.

Partial Taking. In the event that of a Partial Taking during the term hereof (1) the rights of Tenant under the Lease and leasehold estate of Tenant in and to the portion of the Total Project taken shall cease and terminate as of the Date of Taking; (2) from and after the Date of Taking the Monthly Installment of rent shall be an amount equal to the product obtained by multiplying the Monthly Installment of rent immediately prior to the Taking by a fraction, the numerator of which is the number of square feet contained in the Building after the Taking and the denominator of which is the number of square feet contained in the Building prior to the Taking; (3) Tenant shall receive from the Award the portions of the Award attributable to (a) more than twenty-five percent the unamortized cost of Tenant Improvements constructed or installed in the Building by Tenant, at Tenant's cost (25%) allocated on a per square foot basis to the portion of such Tenant Improvements taken), in excess of the floor area unamortized cost of any Landlord's deemed contribution to such Tenant Improvements (allocated on a per square foot basis to the portion of such Tenant Improvements taken and which deemed contribution shall be equal to Twenty Dollars ($20.00) per square foot of the Premises is taken under the power of eminent domain; or Building), which amortization shall be calculated on a straight-line basis over a fifteen-year period, (b) the Expansion Building(s) and the leasehold improvements therein paid for by reason Tenant, (c) movable personal property or trade fixtures of any appropriation or takingTenant, regardless of the amount so taken, and (d) removal costs; and (4) the remainder of any the Award shall be paid to and be the property of the Premises is not one undivided parcel of property; or (c) as a result of any taking, regardless of the amount so taken, the remainder of any of the Premises is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteria, Tenant shall have the right, in addition to its rights under Article 24, to terminate this Lease with respect to such taken Premises, upon giving notice in writing of such election within sixty (60) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date of termination. In the event of such terminationa Partial Taking, upon Tenant’s payment Landlord shall restore, to the extent solely of severance damages paid to Landlord of all rents from the condemnation Award, the Building to a completed architectural unit, and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both any amount not so funded by Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as set forth in Section 15.05 belowborne by Tenant. Each Party agrees immediately after learning In the event of any actual a Partial Taking of the Expansion Project, or contemplated appropriation or taking to give to the other party notice in writing applicable portion thereof. If this Lease is not terminated, Tenant shall remain in that portion of the Premises not so taken and Tenant, at Tenant’s sole cost and expense, shall restore the remaining portion of the Premises as soon as possible have no right to a complete unit of the quality and character as existed prior to such taking. Landlord agrees to reimburse Tenant for the cost of restoration, but in no event shall Landlord’s obligation to reimburse Tenant for the cost of restoring the remaining portion of the Premises exceed the amount of award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting in the need for restoration. So long as terminate this Lease is not terminated in the manner provided above, and there shall be an adjustment no reduction or abatement of the Annual Rent payable by Tenant hereunder for the Premises by reason Monthly Installment of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises under the power of eminent domainrent.

Partial Taking. In the event that (a) more If less than twenty-five percent (25%) a substantial portion of the floor area of any Leased Premises or less than a substantial portion of the Premises Building or Real Property is taken for any public or quasi-public use under the power any governmental law, ordinance or regulation, or by right of eminent domain; domain or (b) by reason of any appropriation purchase in lieu thereof, and such taking would not prevent or taking, regardless materially interfere with the use of the amount so takenLeased Premises or the Building or Real Property for the purpose for which it was then being used, the remainder of any or if all or a substantial portion of the Leased Premises is not one undivided parcel of property; or (c) as all or a result of any taking, regardless substantial portion of the amount so taken, the remainder of any of the Premises Building or Real Property is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteria, Tenant shall have the right, in addition to its rights under Article 24, to terminate this Lease with respect to such taken Premises, upon giving notice in writing of such election within sixty (60) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date of termination. In the event of such termination, upon Tenant’s payment to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give to the other party notice in writing thereof. If this Lease is not terminated, Tenant shall remain in that portion of the Premises not so taken 8.01 above and Tenant, at Tenant’s sole cost and expense, shall restore the remaining portion of the Premises as soon as possible to a complete unit of the quality and character as existed prior to such taking. Landlord agrees to reimburse Tenant for the cost of restoration, but in no event shall Landlord’s obligation to reimburse Tenant for the cost of restoring the remaining portion of the Premises exceed the amount of award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting in the need for restoration. So long as this Lease is not terminated as provided in Section 8.01 above, Landlord shall, at Landlord’s sole risk and expense, restore and reconstruct the Building, the Real Property, Leased Premises and Tenant Improvements to the extent necessary to make it reasonably tenantable, provided, if the damages received by Landlord are insufficient to cover the costs of restoration, Landlord or Tenant may terminate this Lease. In the event that Landlord or Tenant does not terminate this Lease as provided in the manner provided above, there shall be an adjustment forgoing sentence and Landlord fails to complete the necessary repairs or rebuilding within one hundred eighty (180) days from the date of the Annual taking, Tenant may, at its option, terminate this Lease by delivering written notice of termination to Landlord and all further rights and obligations of the parties under this Lease (including, without limitation, all obligations to pay Rent for the unexpired portion of the Term) shall terminate effective as of the date of the written notification. Landlord shall have no obligation to restore any Tenant Alterations. The Base Rent and Additional Rent payable by Tenant hereunder under this Lease during the period for which the Premises by reason of any partial taking Leased Premises, or portions thereof, are untenantable will be adjusted to such an extent as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises is fair and reasonable under the power of eminent domaincircumstances.

Partial Taking. In the event that only a part of the Demised Premises shall be condemned or taken, then, effective as of the date of vesting of title, the Base Rent and Additional Rent shall be abated in an amount thereof apportioned according to the area of the Demised Premises so condemned or taken. In the event that only a part of the Building shall be so condemned or taken, whether or not the Demised Premises is affected, then (a) more than twenty-five percent (25%) of the floor area of any of the Premises is taken under the power of eminent domain; or (b) by reason of any appropriation or takingLandlord may, regardless of the amount so takenat Landlord's option, the remainder of any of the Premises is not one undivided parcel of property; or (c) as a result of any taking, regardless of the amount so taken, the remainder of any of the Premises is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteria, Tenant shall have the right, in addition to its rights under Article 24, to terminate this Lease with respect to Term as of the date of such taken Premises, upon giving notice vesting of title by notifying Tenant in writing of such election termination within sixty (60) days after receipt by Tenant from following the date on which Landlord shall have received notice of written notice that said vesting of title, or (b) if such condemnation or taking shall be of a substantial part of the Demised Premises have been so appropriated or taken (with of a substantial part of the understanding that such period means of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premisesaccess thereto, subject to Landlord’s prior written consent, which consent shall [or restoration will not be unreasonably withheldcompleted within ninety (90) provided days Tenant may, at Tenant's option, by delivery of notice in writing to Landlord within sixty (60) days following the date on which Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through have received notice of vesting of title, terminate this Lease Term as of the date of terminationvesting of title, or (c) if neither Landlord nor Tenant elects to terminate this Lease, as aforesaid, this Lease shall be and remain unaffected by such condemnation or taking, except that the Base Rent payable under Article l and Additional Rent payable under Article 3 shall be abated to the extent hereinbefore provided in this Article l 5. In the event that only a part of such termination, upon Tenant’s payment to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent Demised Premises shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual so condemned or contemplated appropriation or taking to give taken and this Lease Term and estate hereby granted with respect to the other party notice in writing thereof. If this Lease is not terminated, Tenant shall remain in that remaining portion of the Demised Premises are not so taken terminated as hereinbefore provided, Landlord will, with reasonable diligence and Tenant, at Tenant’s sole cost and Landlord's expense, shall restore the remaining portion of the Premises Demised Premises, as soon nearly as possible practicable, to a complete unit of the quality and character same condition as existed it was in prior to such condemnation or taking. Landlord agrees to reimburse Tenant for the cost of restoration, but in no event shall Landlord’s obligation to reimburse Tenant for the cost of restoring the remaining portion of the Premises exceed the amount of award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting in the need for restoration. So long as this Lease is not terminated in the manner provided above, there shall be an adjustment of the Annual Rent payable by Tenant hereunder for the Premises by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises under the power of eminent domain.

Partial Taking. In the event of a Partial Taking of a Parcel, Lessee shall commence and diligently proceed to restore the untaken portion of the Leased Improvements on the applicable Leased Property so that such Leased Improvements shall constitute a complete architectural unit (a) more than twenty-five percent (25%if applicable) of the floor area of any of the Premises is taken same general character and condition (as nearly as may be possible under the power of eminent domain; or (b) by reason of any appropriation or taking, regardless of the amount so taken, the remainder of any of the Premises is not one undivided parcel of property; or (ccircumstances) as the Leased Improvements existing immediately prior to such Partial Taking; provided, however, that if a result of any takingPartial Taking renders a Parcel Unsuitable for Its Primary Intended Use, regardless of the amount so taken, the remainder of any of the Premises is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteria, Tenant Lessee shall have the right, in addition exercisable by written notice to its rights under Article 24Lessor within thirty (30) days after such Partial Taking is final without appeal permitted, and before the Condemnor takes possession, to terminate this Lease with respect to such taken Premisespurchase the affected Parcel for the Parcel Purchase Price, upon giving notice in writing of such election which purchase shall be completed within sixty (60) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject notice. Lessor shall contribute to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date of termination. In the event of such termination, upon Tenant’s payment to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give to the other party notice in writing thereof. If this Lease is not terminated, Tenant shall remain in that portion of the Premises not so taken and Tenant, at Tenant’s sole cost and expense, shall restore the remaining portion of the Premises as soon as possible to a complete unit of the quality and character as existed prior to such taking. Landlord agrees to reimburse Tenant for the cost of restoration, but in no event or if Lessee elects to purchase the affected Parcel, Lessor shall Landlord’s obligation pay over to reimburse Tenant Lessee, any Award payable to Lessor for such Partial Taking; provided, however, that the amount of such contribution shall not exceed the cost of restoring restoration. If (a) Lessee elects to restore the remaining portion Parcel, (b) no Event of Default is then continuing and (c) the Award is equal to or less than the Approval Threshold, then Lessor's contribution shall be made to Lessee prior to the commencement of the Premises exceed the amount of award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting in the need for restoration. So long as this Lease If (a) Lessee elects to restore the Parcel, (b) no Event of Default is not terminated then continuing and (c) the Award is more than the Approval Threshold, then Lessor shall make the Award available to Lessee in the manner provided above, there in Section 14.10 for insurance proceeds in excess of the Approval Threshold. The Base Rent shall be an adjustment of the Annual Rent payable by Tenant hereunder for the Premises reduced by reason of any partial taking as set forth such Partial Taking to an amount agreed upon by Lessor and Lessee, and if Lessor and Lessee cannot agree upon a new Base Rent, the new Base Rent amount shall be equal to the Base Rent prior to the Partial Taking, reduced in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any proportion to the reduction in the Fair Rental Value of the Premises under affected Parcel of Leased Property resulting from the power of eminent domainPartial Taking.

Partial Taking. In the event that (a) more than twenty-five percent (25%) If, following delivery of possession of the floor area of any Project by Contractor to District, less than all of the Premises Project and the Project Site(s) is taken permanently, or if all of the Project and the Project Site(s) or any part thereof is taken temporarily, under the power of eminent domain; or (b) : This Facilities Lease shall continue in full force and effect and shall not be terminated by reason virtue of that partial taking and the Parties waive the benefit of any appropriation or takinglaw to the contrary, regardless of the amount so taken, the remainder and There shall be a partial abatement of any of principal payments pursuant to the Premises is not one undivided parcel of property; or (c) Guaranteed Project Cost Provisions indicated in Exhibit C as a result of any taking, regardless the application of the amount so takennet proceeds of any eminent domain award to the prepayment of those payments hereunder. The Parties agree to negotiate, in good faith, for an equitable split of the net proceeds of any eminent domain award and a corresponding reduction in the payments required pursuant to the Guaranteed Project Cost Provisions indicated in Exhibit C, and Damage and Destruction. If, following delivery of possession of the Project by Contractor to District, the Project is totally or partially destroyed due to fire, acts of vandalism, flood, storm, earthquake, Acts of God, or other casualty beyond the control of either party hereto, the Term shall end and District shall still no longer be required to make any payments required pursuant to the Guaranteed Project Cost Provisions indicated in Exhibit C that are then due or past due or any remaining and succeeding principal payments pursuant to the Guaranteed Project Cost Provisions indicated in Exhibit C for the remainder of the original Term. The Contractor shall still be due any of funds, payments, or disbursements from the Premises is rendered unsuitable District’s rental interruption insurance to pay for the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteria, Tenant shall have the right, in addition to its rights under Article 24, to terminate this Lease with respect to such taken Premises, upon giving notice in writing of such election within sixty (60) days after receipt by Tenant from Landlord of written notice amounts that said Premises would otherwise have been so appropriated or taken (with due and owing from the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date of termination. In the event of such termination, upon Tenant’s payment to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give to the other party notice in writing thereof. If this Lease is not terminated, Tenant shall remain in that portion of the Premises not so taken and Tenant, at Tenant’s sole cost and expense, shall restore the remaining portion of the Premises as soon as possible to a complete unit of the quality and character as existed prior to such taking. Landlord agrees to reimburse Tenant for the cost of restoration, but in no event shall Landlord’s obligation to reimburse Tenant for the cost of restoring the remaining portion of the Premises exceed the amount of award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting in the need for restoration. So long as this Lease is not terminated in the manner provided above, there shall be an adjustment of the Annual Rent payable by Tenant hereunder for the Premises by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises District under the power of eminent domain.Exhibit C.

Partial Taking. (a) In the event that (a) more than twenty-five percent (25%) of a Taking which does not result in a termination of this Lease pursuant to Sections 16.1 or 16.3, this Lease shall terminate and expire with respect only to the portion of the floor Demised Premises so taken, on and as of the date of taking. In all other respects this Lease shall remain in full force and effect except that Tenant shall be entitled, after such date, to a reduction in the Minimum Rent in the proportion which the area of any the Demised Premises so taken bears to the total area of the Demised Premises is taken under at the power time of eminent domain; or such Taking. (b) by reason of any appropriation The award or taking, regardless of the amount so taken, the remainder of any of the Premises is not one undivided parcel of property; or (c) awards paid as a result of any taking, regardless such Taking shall be divided and distributed in the following order of the amount so taken, the remainder of any of the Premises is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant in good faith priority: (i) Landlord and based on commercially reasonable standards and criteria, Tenant shall have the right, in addition be entitled to its rights under Article 24, to terminate this Lease with respect to such taken Premises, upon giving notice in writing of such election within sixty (60) days after receipt all expenses incurred by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date of termination. In the event of such termination, upon Tenant’s payment to Landlord of all rents and other amounts accruing hereunder through such date and them in connection with such termination as set forth hereinTaking, both Landlord including, without limitation, reasonable attorneys' fees and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive expenses; and (ii) If the termination hereof and remainder of the Annual Rent proceeds without interest shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning an amount of any actual $10,000,000.00 or contemplated appropriation or taking less, such proceeds shall be paid to give Tenant, in trust, for application by Tenant to the other party notice Restoration of the Improvements, or, if the proceeds are in writing thereofan amount in excess of $10,000,000.00, the entire proceeds shall be paid to and deposited with Landlord. If Landlord shall receive proceeds, it shall upon the request of Tenant deliver to Tenant a certificate stating that such proceeds have been deposited with Landlord pursuant to the requirements of this Lease is not terminated, Tenant shall remain in that portion of the Premises not so taken and Lease. (c) Tenant, at Tenant’s its sole cost and expenseexpense and whether or not the proceeds shall be sufficient for the purpose, shall proceed, within forty (40) days after such Taking, with diligence and continuity, to repair, alter (including any necessary demolition and reconstruction) and restore the remaining portion part of the Demised Premises to substantially their former condition, so as soon as possible to constitute a complete unit structure suitable for the purposes the Demised Premises are being used for as of the quality date hereof. All repairs, alterations, restorations or demolition conducted by Tenant as a result of a partial Taking, including temporary repairs for the protection of the Improvements or other property pending the completion thereof, are referred to in this Lease as the "Partial Restoration". (d) The conditions under which the Partial Restoration is to be performed and character as existed prior to such taking. Landlord agrees to reimburse Tenant for the method of proceeding with and performing the same shall be governed by all of the provisions of Article 9; and the cost of restorationthe Restoration shall include the reasonable fees of the Construction Manager. (e) If the proceeds are deposited with Landlord, but Landlord shall hold, apply, make available and pay over to Tenant the proceeds in the same manner as is provided for Landlord with respect to Casualty Proceeds under the provisions of Article 9 (except that no event Voluntary Alterations shall Landlord’s obligation to reimburse Tenant for be made with such condemnation proceeds) and upon the completion and payment of the cost of restoring the remaining portion Partial Restoration, the balance of the Premises exceed the amount of award of compensation that proceeds held by Landlord receives for a partial taking of that portion of the Premises resulting in the need for restoration. So long as this Lease is not terminated in the manner provided above, there shall may be an adjustment of the Annual Rent payable retained by Tenant hereunder for the Premises by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises under the power of eminent domainLandlord.

Partial Taking. In the event that (a) more than twenty-five percent (25%) any part of the floor area Demised Premises, or all or part of rights-of-way adjoining or approaches to the Demised Premises, are taken in Condemnation Proceedings (other than widening of adjacent highways that do not affect access to the Demised Premises or loss of any merchandise display area or a taking of a portion of the Premises is taken under the power parking lot that leaves a sufficient number of eminent domain; or (b) by reason of any appropriation or taking, regardless of the amount so taken, the remainder of any of the Premises is not one undivided parcel of property; or (c) as a result of any taking, regardless of the amount so taken, the remainder of any of the Premises is rendered unsuitable parking spaces remaining for the continued operation of Tenant’s business as determined by and to meet governmental requirements, which shall be considered a “de minimus” taking) so that in the reasonable business judgment of Tenant in good faith and based on commercially reasonable standards and criteriathe Demised Premises remaining would be unsatisfactory for Tenant’s business operation, Tenant shall have the right, in addition to its rights under Article 24, to may terminate this Lease upon written notice to Landlord without further liability under this Lease, except for such obligations as may be due as of the date of termination, and Landlord shall refund any unearned rent to Tenant. Should Tenant elect to retain that portion of the Demised Premises not taken, Landlord shall promptly and with respect due diligence restore the remaining Demised Premises to such as close to their condition as existed prior to the taking as is feasible. Commencing on the date Tenant relinquishes possession of that portion of the Demised Premises taken Premisesand during the remainder of the Term, upon giving notice rent shall be reduced (i) in writing proportion to the amount of the Demised Premises lost, except that there shall be no reduction for a de minimus taking, or (ii) if Tenant shall elect, in proportion to the effect of the loss of such election within area on Tenant’s business. Notwithstanding the foregoing, should Tenant be required to relinquish possession of the entire Demised Premises during the period of restoration, Rent shall xxxxx completely from the time Tenant relinquishes possession of the entire Demised Premises until the first to occur of (i) sixty (60) days after receipt by the restoration is Complete and exclusive possession of the Demised Premises is delivered to Tenant, or (ii) the date on which Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of reopens its business at the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date of termination. In the event of such termination, upon Tenant’s payment to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give to the other party notice in writing thereof. If this Lease is not terminated, Tenant shall remain in that portion of the Premises not so taken and Tenant, at Tenant’s sole cost and expense, shall restore the remaining portion of the Premises as soon as possible to a complete unit of the quality and character as existed prior to such taking. Landlord agrees to reimburse Tenant for the cost of restoration, but in no event shall Landlord’s obligation to reimburse Tenant for the cost of restoring the remaining portion of the Premises exceed the amount of award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting in the need for restoration. So long as this Lease is not terminated in the manner provided above, there shall be an adjustment of the Annual Rent payable by Tenant hereunder for the Premises by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises under the power of eminent domainpublic.

Partial Taking. In the event that (a) more than twenty-five percent (25%) of the floor area of any of the Premises is taken under the power of eminent domain; or (b) by reason of any appropriation or taking, regardless of the amount so taken, the remainder of any of the Premises is not one undivided parcel of property; or (c) as If a result of any taking, regardless of the amount so taken, the remainder of any of the Premises is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteria, Tenant shall have the right, in addition to its rights under Article 24, to terminate this Lease with respect to such taken Premises, upon giving notice in writing of such election within sixty (60) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date of termination. In the event of such termination, upon Tenant’s payment to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give to the other party notice in writing thereof. If this Lease is not terminated, Tenant shall remain in that portion of the Premises not so leased premises shall be taken for any public or quasi-public use under any governmental law, ordinance or regulation, or by right of eminent domain or by purchase in lieu thereof, and Tenant, at Tenant’s sole cost and expense, shall restore the remaining portion of the Premises as soon as possible to a complete unit of the quality and character as existed prior to such taking. Landlord agrees to reimburse Tenant for the cost of restoration, but in no event shall Landlord’s obligation to reimburse Tenant for the cost of restoring the remaining portion of the Premises exceed the amount of award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting in the need for restoration. So long as this Lease is not terminated as provided in section 8.1 above, Lessor shall restore and reconstruct the building and other improvements on the leased premises to the extent necessary to make it reasonably tenantable. The rent payable under this Lease during the unexpired portion of the term shall be adjusted to such an extent as may be fair and reasonable under the circumstances. Lessee shall have no claim to the condemnation award or proceeds in lieu thereof. Notwithstanding anything set forth herein to the contrary, Lessor's obligation to restore and/or reconstruct the building and other improvements under this section 8.02 shall be limited to the extent, and only to the extent, that condemnation proceeds are actually received by Lessor in connection with any such taking after payment of all of Lessor's reasonable costs and expenses in obtaining such condemnation proceeds. In the event that Lessor fails to restore or reconstruct the building and other improvements on the leased premises within one hundred twenty (120) working days from the date of such taking, Lessee shall have the right to terminate this Lease by delivering written notice of such termination to Lessor. Notwithstanding anything to the contrary contained hereinabove, Lessee shall have the right to recover from the condemning authority, but not Lessor, any compensation as may be separately awarded to Lessee on account of moving and relocation expenses and depreciation to and removal of Lessee's physical property and all other interest and property (but expressly excluding any improvements constructed and installed in the manner provided aboveleased premises and any other property which would otherwise be or become the property of Lessor upon the termination or expiration of this Lease) for which Lessee is entitled to compensation from such condemning authority under common law or applicable statutes, there shall so long as and conditioned upon any award to Lessee not having the effect of reducing the award which Lessor would otherwise be an adjustment of the Annual Rent payable by Tenant hereunder for the Premises by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises entitled to receive under the power of eminent domaincommon law or applicable statutes.

Partial Taking. In the event that (a) more than twenty-five percent (25%) of the floor area of any of the Premises is taken under the power of eminent domain; or (b) by reason of any appropriation or taking, regardless of the amount so taken, the remainder of any of the Premises is not one undivided parcel of property; or (c) as a result of any taking, regardless of the amount so taken, the remainder of any of the Premises is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteria, Tenant shall have the right, in addition to its rights under Article 24, to terminate this Lease with respect to such taken Premises, upon giving notice in writing of such election within sixty (60) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date of termination. In the event of such terminationa permanent Taking of less than all of the Premises (a “Partial Taking”), upon if Tenant reasonably determines that the continued development, use or occupancy of the remainder of the Premises by Tenant cannot reasonably be made to be economically viable, structurally sound, then Tenant may terminate this Lease, and the Tenant’s payment portion of the Award shall be paid to Landlord Tenant, provided that any and all obligations of all rents Tenant have been fully and other amounts accruing hereunder through such completely complied with by Xxxxxx as of the date and in connection with such termination as set forth herein, both Landlord and of said Partial Taking. If Tenant shall thereupon not elect to terminate this Lease, Tenant shall be released from any liability thereafter accruing hereunderentitled to a reduction of rent of such amount as shall be just and equitable. Subject to the terms of the Permitted Leasehold Mortgages, except if there is a Partial Taking and the Tenant does not terminate this Lease, the Tenant shall be entitled to receive and retain an equitable portion of the Award and shall apply such portion of the Award necessary to repair or restore the Premises or the Improvements as nearly as possible to obligations hereunder the condition the Premises or the Improvements were in immediately prior to such Partial Taking. Subject to the terms of the Permitted Leasehold Mortgages, if there is a Partial Taking which survive affects the termination use of the Premises after the term hereof, the Award shall be apportioned between the Tenant and the Landlord based on the ratio of the remaining term hereof and the Annual Rent remaining expected useful life of the Premises following the term hereof. Subject to the terms of the Permitted Leasehold Mortgages, notwithstanding any provision herein to the contrary, the Landlord shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of entitled to receive and retain any actual or contemplated appropriation or taking to give to the other party notice in writing thereof. If this Lease is not terminated, Tenant shall remain in that portion of the Premises not so taken Award apportioned to the land upon which the Improvements are located. Should such award be insufficient to accomplish the restoration, such additional costs shall be paid by Xxxxxx. Notwithstanding any provision of the Lease or by operation of law that leasehold improvements may be or shall become the property of Landlord at the termination of the Lease, the loss of the building and other improvements paid for by Xxxxxx and such additional relief as may be provided by law shall be the basis of Tenant's damages against the condemning authority if a separate claim therefore is allowable under applicable law, at or the basis of Tenant’s sole cost and expense, shall restore the remaining 's damages to a portion of the Premises as soon as possible to a complete unit of the quality and character as existed prior to such taking. Landlord agrees to reimburse Tenant for the cost of restoration, but in no event shall Landlord’s obligation to reimburse Tenant for the cost of restoring the remaining portion of the Premises exceed the amount of total award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting in the need for restoration. So long as this Lease if only one award is not terminated in the manner provided above, there shall be an adjustment of the Annual Rent payable by Tenant hereunder for the Premises by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises under the power of eminent domainmade.

Partial Taking. In If part of the event that Building or the Premises is taken by Eminent Domain (but not substantially all of the Premises), this Lease shall be unaffected by such taking, except that: (a) if more than twenty-five percent (25%) of the floor area Rentable Area of the Building shall be taken, whether or not any portion of the Premises is shall be affected thereby, or if so much of the Building shall be taken under that Landlord determines that the power Building cannot be restored, reconstructed or replaced in a suitable manner so that the Building may continue to be used for the purposes intended or that it would be economically or operationally impractical to operate the portion of eminent domainthe Building remaining after the taking, Landlord may, at its option, terminate this Lease by giving Tenant notice to that effect within one hundred twenty (120) days after the Date of the Taking; or and (b) by reason of any appropriation if thirty percent (30%) or taking, regardless more of the amount so taken, the remainder of any Rentable Area of the Premises is not one undivided parcel of property; or (c) as a result of any takingshall be so taken and the remaining Rentable Area shall not, regardless of in the amount so taken, the remainder of any of the Premises is rendered unsuitable for the continued operation reasonable option of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteria, Tenant shall have the right, in addition to its rights under Article 24, to terminate this Lease with respect to such taken Premises, upon giving notice in writing of such election within sixty (60) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary sufficient for Tenant to assess continue the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject Tenant may, at its option, terminate this Lease by giving Landlord notice to Landlord’s prior written consent, which consent that effect within ninety (90) days after the Date of the Taking. This Lease shall not be unreasonably withheldterminate on the thirtieth (30th) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through day after the date of termination. In that any such termination notice is given, and the event Rents shall be prorated and adjusted as of such terminationtermination date. Upon a partial taking, upon Tenant’s payment to Landlord of all rents and other amounts accruing hereunder through such date and where this Lease continues in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except force as to obligations hereunder which survive any part of the termination hereof and Premises, (i) the Annual Base Rent shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning reduced by the percentage that the Rentable Area of any actual or contemplated appropriation or taking to give to the other party notice in writing thereof. If this Lease is not terminated, Tenant shall remain in that portion of the Premises not so taken bears to the Rentable Area of the Premises prior to the taking, and Tenant, at Tenant’s sole cost and expense, 's Share shall restore be reduced to the remaining percentage that the Rentable Area of the portion of the Premises as soon as possible left to a complete unit Tenant bears to the Rentable Area of the quality Building after the taking and character as existed prior to such taking. (ii) Landlord agrees to reimburse Tenant for the cost of restoration, but in no event shall Landlord’s obligation to reimburse Tenant for the cost of restoring repair or restore the remaining portion portions of the Premises exceed or the amount Building, as the case may be, with reasonable dispatch after collection of substantially all of the award of compensation attributable to the taking by Eminent Domain; provided, however, that Landlord receives for a partial taking of that portion shall not be required to expend on such repair or restoration amounts in excess of the Premises resulting in the need for restoration. So long as this Lease is not terminated in the manner provided above, there shall be an adjustment total awards (net of the Annual Rent payable costs of collection) collected by Tenant hereunder for the Premises by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any it on account of the Premises under the power of eminent domaintaking.

Partial Taking. In If a part of the event that leased premises is taken by condemnation but there is no substantial taking of the premises, Tenant shall continue to be bound by the terms, covenants, and conditions of this Lease. However, if the fair rental value of the remainder will be less than the rent required by this Lease, the minimum monthly rent and adjusted minimum monthly rent shall be reduced to an amount equal to the fair rental value as of the date possession of the part is taken by the public entity. If the part taken by condemnation constitutes a substantial taking of the leased premises, Tenant may elect to: (a) more than twenty-five percent (25%) Terminate this Lease and be absolved of obligations hereunder which have not accrued at the floor area of any of the Premises date possession is taken under by the power of eminent domainpublic entity; or or (b) by reason of any appropriation or taking, regardless of the amount so taken, Continue to occupy the remainder of any the premises and remain bound by the terms, covenants and conditions of this Lease. If Tenant elects to continue to occupy the remainder, and if the fair rental value of the Premises is not one undivided parcel of property; or (c) remainder will be less than the rent required by this Lease, the minimum monthly rent and adjusted minimum monthly rent shall be reduced to the fair rental value as a result of any taking, regardless of the amount so taken, the remainder of any date possession of the Premises part is rendered unsuitable for taken by the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteria, public entity. Tenant shall have the right, give notice in addition to writing of its rights under Article 24, election to terminate this Lease with respect to such taken Premises, upon giving notice in writing of such election hereunder within sixty thirty (6030) days after receipt of the date possession of the part is taken by the public entity. If Tenant from fails to give Landlord of its written notice that said Premises have been so appropriated or taken (with of termination within the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premisesspecified, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date of termination. In the event of such termination, upon Tenant’s payment to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give to the other party notice in writing thereof. If this Lease is not terminated, Tenant shall remain in full force and effect except that portion the minimum monthly rental shall be reduced as provided in this section. If it continues to occupy the remainder, Tenant, whether or not the award upon the taking by condemnation is sufficient for the purpose, shall, at its expense, within a reasonable period of time, commence and complete restoration of the Premises not so taken and Tenant, at Tenant’s sole cost and expense, shall restore the remaining portion remainder of the Premises leased premises as soon nearly as possible to a complete unit of the quality its value, condition and character as existed immediately prior to such taking; provided, however, that in the case of a taking for temporary use, Tenant shall not be required to effect restoration until such taking is terminated. Tenant shall submit to Landlord agrees to reimburse Tenant its plans for the cost of restoration, but in no event shall Landlord’s obligation to reimburse Tenant for the cost of restoring the remaining portion restoration of the Premises exceed the amount of award of compensation that Landlord receives for a partial taking of that portion remainder within ninety (90) days of the Premises resulting in the need for restoration. So long as this Lease is not terminated in the manner provided above, there shall be an adjustment date possession of the Annual Rent payable part is taken by Tenant hereunder for the Premises by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises under the power of eminent domainpublic entity.

Partial Taking. In Subject to any Loan Documents, in case of a Taking of less than all of the event that Leased Property, Lessor shall receive the entire award for the Taking and, except as specifically set forth in this Section, no claim or demand of any kind shall be made by Master Tenant against Lessor or any other party who could, by virtue of a claim against it, make a claim against Lessor by reason of such Taking. (a) more In the case of a Taking of a portion, but less than twenty-five percent (25%) all, of the floor area Leased Property, Lessee shall determine, in Lessee’s reasonable discretion, whether the remaining Project (after Restoration referred to in (c), below (i) can be used for the Primary Intended Use and (ii) will allow Lessee to complete the Restoration for an amount not to exceed the proceeds from the Taking. If it is determined by Lessee that the remaining Leased Property cannot be used for the Primary Intended Use, then and in such event this Lease shall terminate as of the Vesting Date and the Base Rent, Percentage Rent and Additional Charges shall be apportioned and paid to the date of termination and no other claim or demand of any of the Premises is taken under the power of eminent domain; or (b) kind shall be made by Lessor against Lessee by reason of any appropriation such termination. If it is determined that Lessee cannot complete the Restoration for an amount that is less than or taking, regardless of equal to the amount so taken, proceeds from the remainder of any of the Premises is not one undivided parcel of property; or (c) as a result of any taking, regardless of the amount so taken, the remainder of any of the Premises is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant Taking then and in good faith and based on commercially reasonable standards and criteria, Tenant shall have the right, in addition to its rights under Article 24, such event Lessee can elect to terminate this Lease with respect to such taken Premisesas of the Vesting Date and the Base Rent, upon giving notice in writing of such election within sixty (60) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Percentage Rent and other amounts accruing hereunder through Additional Charges shall be apportioned and paid to the date of termination. In the event termination and no other claim or demand of any kind shall be made by Lessor against Lessee by reason of such termination; provided, upon Tenant’s payment however, that if there is at least 24 months remaining in the Term, Lessor may agree to Landlord of all rents and other amounts accruing hereunder through such date and pay the excess Restoration expenses in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give to the other party notice in writing thereof. If case this Lease is shall not terminated, Tenant terminate and Lessee shall remain in that portion undertake the Restoration of the Premises not so taken and TenantProject in accordance with the terms of (c), at Tenant’s sole cost and expensebelow. (b) If, shall restore in the remaining portion case of a Taking of less than all of the Premises as soon as possible to a complete unit of the quality and character as existed prior to such taking. Landlord agrees to reimburse Tenant for the cost of restorationLeased Property, but in no event shall Landlord’s obligation to reimburse Tenant for the cost of restoring the remaining portion of the Premises exceed the amount of award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting in the need for restoration. So long as this Lease is not terminated in accordance with the manner provided provisions of (a) above, there this Lease shall continue in full force and effect as to the remaining portion of the Leased Property without any reduction in the Base Rent and Percentage Rent, except as expressly provided in Section 15.2. No such partial taking shall operate as or be deemed an eviction of Lessee from that portion of the Leased Property not affected by such partial Taking or in any way terminate, diminish, suspend, axxxx or impair the obligation of Lessee to observe and perform fully all the covenants of this Lease on the part of Lessee to be performed with respect to the remainder of the Leased property unaffected by the partial Taking, except as to any reduction (if any) in the Base Rent and Percentage Rent as expressly provided in Section 15.3. (c) If, in the case of a Taking of less than all of the Leased Property, this Lease is not terminated in accordance with the provisions of (a) above, Lessee shall, prior to the expiration of the Term of this Lease, commence and proceed with reasonable diligence to complete the Restoration provided, however, that Lessor shall, in this case, make the award in the Condemnation Proceeds and, in the case of (a) above, such award plus any excess funds due from Lessor, available to Lessee to be utilized for Restoration of the Leased Property in the following manner, and subject to the following conditions and provisions. Lessor shall be an adjustment entitled to receive and retain the remainder of the Annual Rent payable by Tenant hereunder for award not needed to complete the Premises by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of Restoration (the Premises under the power of eminent domain.“Surplus”)

Partial Taking. In If a Partial Taking occurs, then the event that Term shall not be reduced or affected in any way, this Lease shall remain in full force and effect for the portion of the Property remaining after such Taking and the Tenant's obligation to pay Rent shall continue without abatement or diminution. All sums, including damages and interest constituting the Condemnation Award shall be deposited promptly with a Depositary, and shall be distributed and disbursed in the following amounts and in the following order of priority: (a) more than twenty-five percent (25%) First, to be used for restoration of the floor area Land and Improvements to an economically feasible state, in the good faith judgment of any of the Premises is taken under the power of eminent domainTenant; or and (b) by reason The balance, pro rata between Landlord and Tenant (or Leasehold Mortgagee) in accordance with (i) as to Landlord, the value of any appropriation or taking, regardless Landlord’s fee simple title in the portion of the amount Property so taken, taking into account the remainder effect on such value of any this Lease and all other matters affecting such interest (had the Taking not occurred), and (ii) as to Tenant (or Leasehold Mortgagee), the value of the Premises is not one undivided parcel Leasehold and Improvements to Tenant considering the number of property; or (c) as a result of any taking, regardless of years left in the amount so taken, the remainder of any of the Premises is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteria, Tenant shall have the right, in addition to its rights under Article 24, to terminate this Lease with respect to such taken Premises, upon giving notice in writing of such election within sixty (60) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date of terminationTerm. In the event of such termination, upon Tenant’s payment to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give to the other party notice in writing thereof. If this Lease is not terminated, Tenant shall remain in that portion of the Premises not so taken and Tenant, at Tenant’s its sole cost and expense, shall commence and thereafter proceed to repair, alter, raze or restore the remaining part of the Land, or otherwise to secure the Improvements and render the Improvements safe (the "Work"), all in Tenant's reasonable discretion and in accordance with Article IX above. If the Condemnation Award received by Xxxxxx is insufficient to pay the entire cost of the work, then Tenant shall pay the full amount of any such deficiency. If the Condemnation Award received by Tenant shall exceed the entire cost of the Work, then Tenant shall assign its interest and any such excess portion of the Premises Condemnation Award to the Depositary if any and, if none, may use such excess for such purposes as soon as possible Tenant, in its sole discretion, deems appropriate. Under no circumstances shall Landlord be obligated to a complete unit make any payment, disbursement or contribution towards or on account of the quality and character as existed prior to such taking. Landlord agrees to reimburse Tenant for the cost of restoration, but in no event shall Landlord’s obligation to reimburse Tenant for the cost of restoring the remaining portion of the Premises exceed the amount of award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting in the need for restoration. So long as this Lease is not terminated in the manner provided above, there shall be an adjustment of the Annual Rent payable by Tenant hereunder for the Premises by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises under the power of eminent domainWork.

Partial Taking. In the event that (a) more than twenty-five percent (25%) of the floor area of any of the Premises is taken under the power of eminent domain; or (b) by reason of any appropriation or takingIf a Partial Taking occurs, regardless of the amount so taken, the remainder of any of the Premises is not one undivided parcel of property; or (c) as a result of any taking, regardless of the amount so taken, the remainder of any of the Premises is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteria, Tenant shall have the right, in addition to its rights under Article 24, to terminate this Lease with respect to such taken Premises, upon giving notice in writing of such election within sixty (60) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent shall not terminate or be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date of termination. In the event of such termination, upon Tenant’s payment to Landlord of all rents and other amounts accruing hereunder through such date and affected in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunderway, except as to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as set forth provided in this Section 15.05 below24(b). Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give to the other party notice in writing thereof. If this This Lease is not terminated, Tenant shall remain in that full force and effect as to the remaining portion of the Premises not so taken and TenantProject Area. If a Partial Taking occurs that involves the NCMC Hospital Property, Tenant will, at Tenant’s its sole cost and expense, Restore the Improvements as nearly as practicable to the condition, quality and class they were in immediately before such Partial Taking, or with such Alterations as the Tenant shall restore elect to make in conformity with the remaining provisions of Section 15 hereof. Such Restoration shall be commenced promptly and prosecuted with reasonable diligence. Net Condemnation Proceeds following a Partial Condemnation of the NCMC Hospital Property shall be delivered to the Condemnation Trustee who shall be selected in accordance with Section 24(a) and the Net Condemnation Proceeds shall first be made available by the Condemnation Trustee to pay the costs to Restore the NCMC Hospital Property so taken, except if this Lease is subject to a Leasehold Mortgage insured, reinsured or held by the Federal Housing Commissioner or the premises leased under this Lease are given to the Federal Housing Commissioner in connection with a resale or the premises leased under this Lease are acquired and held by the Federal Housing Commissioner because of a default under such Leasehold Mortgage, then the application of the Comdemnation Proceeds shall be subject to a finding by the Federal Housing Comnmissioner, that such application is feasible or subject to such other FHA rules as may be applicable with respect to the application of Condemnation Proceeds. Following Restoration, the Condemnation Trustee shall distribute any excess Net Condemnation Proceeds resulting from a Partial Taking of the NCMC Hospital Property first to the NCMC Hospital Leasehold Mortgagee in the order of priority of the Liens held by the NCMC Hospital Mortgagee to the extent required by the NCMC Hospital Leasehold Mortgage and then to Tenant. If the Partial Taking involves a Parcel other than the NCMC Hospital Property, the Lien of the NCMC Hospital Leasehold Mortgage shall not extend to such Condemnation Proceeds, neither Tenant nor the NCMC Hospital Leasehold Mortgagee shall be entitled to receive any portion of the Premises as soon as possible to a complete unit Condemnation Proceeds and all of the quality and character as existed prior to such taking. Landlord agrees to reimburse Tenant Condemnation Proceeds shall be applied in accordance with the terms of the Basic Sublease for the cost Parcel which is subject of restoration, but in no event shall Landlord’s obligation to reimburse Tenant for the cost of restoring the remaining portion of the Premises exceed the amount of award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting in the need for restoration. So long as this Lease is not terminated in the manner provided above, there shall be an adjustment of the Annual Rent payable by Tenant hereunder for the Premises by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises under the power of eminent domainsuch Partial Taking.

Partial Taking. In If title to less than the event that (a) more than twenty-five percent (25%) whole of the floor area Leased Property is condemned, and the Leased Property is still suitable for its Primary Intended Use, and not Uneconomic for its Primary Intended Use, or if Lessee or Lessor is entitled but neither elects not to terminate this Lease as provided in Section 15.3, Lessee at its cost shall with all reasonable dispatch , but only to the extent of any condemnation awards made available to Lessee and any other sums advanced by Lessor pursuant to the 30 36 next sentence, restore the untaken portion of any Leased Improvements so that such Leased Improvements constitute a complete architectural unit of the Premises is taken same general character and condition (as nearly as may be possible under the power of eminent domain; or (b) by reason of any appropriation or taking, regardless of the amount so taken, the remainder of any of the Premises is not one undivided parcel of property; or (ccircumstances) as a result the Leased Improvements existing immediately prior to the Condemnation. If the condemnation awards are not adequate to restore the Facility to that condition, each of Lessor and Lessee shall have the right to terminate this Lease, without in any takingway affecting any other leases in effect between Lessor and Lessee, regardless of by giving Notice to the amount so takenother; provided, the remainder of any of the Premises however that, if such termination is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteriaLessee, Tenant Lessor shall have the right, in addition to its rights under Article 24sole discretion, to terminate nullify the termination and keep this Lease with respect to such taken Premisesin full force by providing, upon giving notice in writing of such election within sixty thirty (6030) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date Lessee's Notice of termination. In , a Notice to Lessee of Lessor's unconditional, legally binding obligation to be responsible for all restoration costs in excess of the event of such termination, upon Tenant’s payment to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give to the other party notice in writing thereofcondemnation awards. If this Lease is not terminatedterminated and Lessee restores the Facility, Tenant the condemnation awards, and any other sums made available by Lessor as aforesaid, shall remain be held in that portion trust by Lessor and paid out by Lessor from time to time for the reasonable costs of such restoration upon satisfaction of reasonable terms and conditions, and any excess awards remaining after such restoration shall be retained by Lessor unless the partial condemnation materially impairs the operations or financial performance of the Premises not so taken Facility, in which latter event the award shall be equitably apportioned between Lessor and Tenant, at Tenant’s sole cost and expense, shall restore Lessee in proportion to the remaining portion then fair market values of the Premises as soon as possible respective estates and interests of Lessor and Lessee in and to a complete unit of the quality Leased Property and character as existed prior to such taking. Landlord agrees to reimburse Tenant for the cost of restoration, but in no event shall Landlord’s obligation to reimburse Tenant for the cost of restoring the remaining portion of the Premises exceed the amount of award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting in the need for restoration. So long as under this Lease is not terminated in the manner provided above, there shall be an adjustment of the Annual Rent payable by Tenant hereunder for the Premises by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises under the power of eminent domainLease.

Partial Taking. In the event that (a) more than twenty-five percent (25%) of the floor area of If any part of the Premises is taken for any public or quasi-public use under the power any statute or by right of eminent domain; or domain and in Sublessor's and Sublessee's reasonable opinion, the remaining part is reasonably suitable for Sublessee's continued occupancy for the uses permitted by this Sublease and the conduct of its business therein, this Sublease shall, as to the part so taken, terminate as of the date that possession of such part of the Premises is taken and the Monthly Rent shall be reduced in the same proportion that the RSF of the portion of the Premises so taken (b) less any addition thereto by reason of any appropriation or takingreconstruction) bears to the original Premises Square Footage (including, regardless of the amount so takenwithout limitation, the remainder of any of Must Take Space, if the same has been added to the Premises is not one undivided parcel of property; pursuant to Exhibit "M"), as reasonably determined by Sublessor's Architect pursuant to Section 12.7. Sublessor shall, at its own cost and expense, make all necessary repairs or (c) as a result of any taking, regardless of the amount so taken, the remainder of any of Alterations to restore the Premises is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteria, Tenant shall have the right, in addition to its rights under Article 24, to terminate this Lease with respect to such taken Premises, upon giving notice in writing of such election within sixty (60) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date of termination. In the event of such termination, upon Tenant’s payment to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive make the termination hereof and the Annual Rent shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give to the other party notice in writing thereof. If this Lease is not terminated, Tenant shall remain in that portion of the Premises not so taken and Tenanta complete architectural unit. Sublessor shall not be required, at Tenant’s sole cost and expensehowever, shall restore to exceed the remaining portion scope of the work done by Sublessor in originally constructing the Premises to the condition existing on the Commencement Date (together with any other improvements required to be made by Sublessor under this Sublease) and to the extent severance damages from the condemning authority are sufficient therefore, and subject to any requirements under the Master Lease or of any Mortgagee, to restore Sublessee's Improvements, Sublessee's Special Systems and any Alterations made by or on behalf of Sublessee. If severance damages from the condemning authority are not available to Sublessor in sufficient amounts to permit such restoration, Sublessee shall have the option to pay the shortfall. whereupon Sublessor shall complete such restoration; otherwise Sublessor may terminate this Sublease upon Notice to Sublessee. If Sublessor does not restore Sublessee's Improvements, Sublessee's Special Systems or such Alterations for any reason, Sublessee shall have the option to terminate this Sublease upon Notice to Sublessor. Monthly Rent due and payable hereunder shall be temporarily abated during such restoration period in proportion to the degree Sublessee is reasonably unable to use the Premises for the normal conduct of its business therein. as soon as possible reasonably determined by Sublessor's Architect pursuant to a complete unit Section 12.7. Each party hereby waives the provisions of Section 1265 of the quality California Code of Civil Procedures and character as existed prior any present or future law allowing either party to such taking. Landlord agrees petition the Superior Court to reimburse Tenant for terminate this Sublease in the cost event of restoration, but in no event shall Landlord’s obligation to reimburse Tenant for the cost of restoring the remaining portion of the Premises exceed the amount of award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting in the need for restoration. So long as this Lease is not terminated in the manner provided above, there shall be an adjustment of the Annual Rent payable by Tenant hereunder for the Premises by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises under the power of eminent domainBuilding or Premises.

Partial Taking. In the event that (a) more If there is less than twenty-five percent (25%) a constructive total taking of the floor area of any Project and the Retrofit Equipment, this Lease shall terminate as to the portion of the Premises is taken under Project and the power of eminent domain; or (b) by reason of any appropriation or taking, regardless of the amount Retrofit Equipment so taken, and from and after the remainder date of any such taking the Annual Rent shall be reduced by just proportion. Until the amount of the Premises is not one undivided parcel of property; or (c) as a result of any taking, regardless of the amount so taken, the remainder of any of the Premises is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant reduction in good faith and based on commercially reasonable standards and criteria, Tenant Annual Rent shall have the rightbeen determined, in addition to its rights under Article 24, to terminate this Lease with respect to such taken Premises, upon giving notice in writing of such election within sixty (60) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay to Landlord the Annual Rent and other amounts accruing hereunder through provided herein, it being understood, however, that when the amount of the abatement is determined, Landlord shall refund to Tenant the amount of Annual Rent paid from the date of termination. In the event taking which is in excess of such termination, upon Tenant’s payment the amount to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as set forth in Section 15.05 belowhas been reduced by such abatement. Each Party agrees immediately after learning Subject to the provisions of the of any actual or contemplated appropriation or taking to give to the other party notice in writing thereof. If this Lease is not terminatedsuch taking, Tenant shall remain in that portion of the Premises not so taken promptly restore, repair, replace and Tenant, at Tenant’s sole cost and expense, shall restore rebuild the remaining portion of the Project and the Retrofit Equipment to substantially the former condition, and shall restore Tenant's Plant and the Retrofit Equipment, if affected by the taking in order to perform the function originally intended. In the event the amount of proceeds obtained from such taking is insufficient to restore Tenant's Plant and the Retrofit Equipment as above provided, then Tenant shall not be required to restore and a total taking shall be deemed to have occurred, provided that Tenant shall be required to clear the Premises as soon as possible and restore the Premises (or the remainder thereof) to the condition in which it existed on the Commencement Date within a complete unit of the quality and character as existed prior to reasonable period after such taking, but not to exceed nine (9) months thereafter. Tenant shall provide written notice to Landlord agrees to reimburse Tenant for of its election within thirty (30) days after final determination that the cost proceeds of such taking will be less than the costs of restoration, but and, in no event shall Landlord’s obligation any event, within ninety (90) days after such taking, otherwise it will be deemed that Tenant has elected to reimburse Tenant restore as provided herein. The award or awards payable for the cost of restoring the remaining portion any taking of the Premises exceed type described in this Section 9.02, less than reasonable costs of determination of the amount of award of compensation that Landlord receives for a partial taking of that portion of thereof (such net amount being hereinafter called the Premises resulting in the need for restoration. So long as this Lease is not terminated in the manner provided above"Condemnation Proceeds"), there shall be an adjustment of the Annual Rent payable by paid to Tenant hereunder for the Premises by reason of any partial taking and Landlord as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which their interests may arise by reason of any partial taking of any of the Premises under the power of eminent domainappear.

Partial Taking. In If title to less than the event that (a) more than twenty-five percent (25%) whole of the floor area Leased Property is condemned, and the Leased Property is still suitable for its Primary Intended Use, and not Uneconomic for its Primary Intended Use, or if Lessee or Lessor is entitled but neither elects not to terminate this Lease as provided in SECTION 15.3, Lessee at its cost shall with all reasonable dispatch, but only to the extent of any condemnation awards made available to Lessee and any other sums advanced by Lessor pursuant to the next sentence, restore the untaken portion of any Improvements so that such Improvements constitute a complete architectural unit of the Premises is taken same general character and condition (as nearly as may be possible under the power of eminent domain; or (b) by reason of any appropriation or taking, regardless of the amount so taken, the remainder of any of the Premises is not one undivided parcel of property; or (ccircumstances) as a result the Improvements existing immediately prior to the Condemnation. If the condemnation awards are not adequate to restore the Facility to that condition, each of Lessor and Lessee shall have the right to terminate this Lease, without in any takingway affecting any other leases in effect between Lessor and Lessee, regardless of by giving Notice to the amount so takenother; provided, the remainder of any of the Premises however that, if such termination is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteriaLessee, Tenant Lessor shall have the right, in addition to its rights under Article 24sole discretion, to terminate nullify the termination and keep this Lease with respect to such taken Premisesin full force by providing, upon giving notice in writing of such election within sixty thirty (6030) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date Lessee's Notice of termination. In , a Notice to Lessee of Lessor's unconditional, legally binding obligation to be responsible for all restoration costs in excess of the event of such termination, upon Tenant’s payment to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give to the other party notice in writing thereofcondemnation awards. If this Lease is not terminatedterminated and Lessee restores the Facility, Tenant the condemnation awards, and any other sums made available by Lessor as aforesaid, subject to the terms of any lender mortgage, shall remain be held in that portion trust by Lessor and paid out by Lessor from time to time for the reasonable costs of such restoration upon satisfaction of reasonable terms and conditions, and any excess awards remaining after such restoration shall be retained by Lessor unless the partial condemnation materially impairs the operations or financial performance of the Premises not so taken Facility, in which latter event the award shall be equitably apportioned between Lessor and Tenant, at Tenant’s sole cost and expense, shall restore Lessee in proportion to the remaining portion then fair market values of the Premises as soon as possible respective estates and interests of Lessor and Lessee in and to a complete unit of the quality Leased Property and character as existed prior to such taking. Landlord agrees to reimburse Tenant for the cost of restoration, but in no event shall Landlord’s obligation to reimburse Tenant for the cost of restoring the remaining portion of the Premises exceed the amount of award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting in the need for restoration. So long as under this Lease is not terminated in the manner provided above, there shall be an adjustment of the Annual Rent payable by Tenant hereunder for the Premises by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises under the power of eminent domainLease.

Partial Taking. In the event that (a) more than twenty-five percent (25%) of the floor area of If any portion of the Premises is taken under by condemnation, this Lease shall remain in effect, except Tenant can elect to terminate this Lease if the power of eminent domaintaking is substantial; or (b) by reason of any appropriation or takingthat is, regardless of if the amount so taken, the remainder of any of the Premises is not one undivided parcel of property; or (c) as a result of any taking, regardless of the amount so taken, the remainder of any remaining portion of the Premises is rendered unsuitable for Tenant's continued use of the continued operation Premises. Landlord shall notify Tenant that there is going to be a taking within a reasonable time after receipt of Tenant’s business as determined by service of summons and complaint. If Tenant in good faith and based on commercially reasonable standards and criteriaelects to terminate this Lease, Tenant shall have must exercise its right to terminate pursuant to this paragraph by giving written notice to Landlord within thirty (30) days after receipt of notice of the right, in addition to its rights under Article 24, taking. If Tenant elects to terminate this Lease with respect to such taken Premisesas provided in this paragraph, upon giving notice in writing of such election within sixty (60) days after receipt by Tenant from shall also notify Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date of termination. In the event , which date shall not be earlier than thirty (30) days following receipt of such termination, upon Tenant’s payment to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from written If any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give to the other party notice in writing thereof. If this Lease is not terminated, Tenant shall remain in that portion of the Premises not so is taken by condemnation, and Tenantthis Lease remains in full force and effect, at Tenant’s sole cost and expenseon the date of taking, monthly rent shall restore be reduced by an amount that is in the remaining same ratio to rent as the value of the area of the portion of the Premises as soon as possible taken bears to a complete unit the total value of the quality and character as existed prior to such Premises immediately before the date of the taking. If within thirty (30) days after the date that the nature and extent of the taking are finally determined Landlord agrees notifies Tenant that Landlord, at its cost, will add on to reimburse the remaining Premises so that the area and the approximate layout of the Premises will be substantially the same after the date of taking as they were before the date of taking, and Landlord commences the restoration immediately and completes the restoration within one hundred twenty (120) days after Landlord notifies Tenant, then the Lease shall not be subject to termination by Tenant for and shall continue in full force and effect. Rent shall be abated or reduced during the cost period from the date of taking until the completion of restoration based upon the extent to which the restoration interferes with Tenant's use of the Premises; and, after completion of restoration, but rent shall be restored to precondemnation levels. Notwithstanding any other provision contained in no this paragraph, Landlord shall not be responsible or obligated to, in the course of any restoration work hereunder, replace or repair any Tenant improvements, fixtures and/or equipment of Tenant or any subtenant. Both Landlord and Tenant hereby waive the provisions of Code of Civil Procedure Section 1265.130, which allow either party to petition the Superior Court to terminate this Lease in the event shall Landlord’s obligation to reimburse Tenant for the cost of restoring the remaining portion of the Premises exceed the amount of award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting in the need for restoration. So long as this Lease is not terminated in the manner provided above, there shall be an adjustment of the Annual Rent payable by Tenant hereunder for the Premises by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises under the power of eminent domainPremises.

Partial Taking. In the event that (a) If, during the Lease Term, more than twenty-five percent (255%) of the floor area of any the Building is taken by Condemnation, or the number of full-sized automobile parking spaces within the parking lot of the Leased Premises is taken under the power of eminent domain; reduced by thirty percent (30%) or (b) by reason of any appropriation or taking, regardless of the amount so taken, the remainder of any of the Premises is not one undivided parcel of property; or (c) more as a result of any takingsuch Condemnation, regardless this Lease shall, at the option of Lessee, cease and terminate as of the amount so takenDate of Taking. Such option to terminate shall be exercisable by Lessee by giving written notice to Lessor within thirty (30) calendar days after the Date of Taking, which notice shall provide for a termination date (the remainder "Termination Date") no sooner than the Date of Taking and not later than ninety (90) calendar days after the Date of Taking. In such a case, Lessee shall pay rent up to the Termination Date and Lessor shall refund any of the Premises is rendered unsuitable for the continued operation of Tenant’s business rent payments as determined by Tenant in good faith and based on commercially reasonable standards and criteria, Tenant shall have been paid in advance which cover a period subsequent to the right, in addition to its rights under Article 24, to terminate this Lease with respect to such taken Premises, upon giving notice in writing of such election within sixty Termination Date. (60b) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date of termination. In the event of such termination, upon Tenant’s payment to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from that any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give to the other party notice in writing thereof. If this Lease is not terminated, Tenant shall remain in that portion of the Leased Premises not so shall be taken by Condemnation, and Tenant, at Tenant’s sole cost and expense, shall restore the remaining portion of the Premises as soon as possible to a complete unit of the quality and character as existed prior to such taking. Landlord agrees to reimburse Tenant for the cost of restoration, but in no event shall Landlord’s obligation to reimburse Tenant for the cost of restoring the remaining portion of the Premises exceed the amount of award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting in the need for restoration. So long as this Lease is not terminated thereby, then (i) the Leased Premises shall be reduced by the number of square feet taken, and the Minimum Monthly Rent shall thereafter be reduced proportionately; and (ii) Lessor shall be entitled to receive the condemnation proceeds attributable to the improvements taken, together with any damages paid by the condemning authority for the cost of repairs, alterations and reconstruction of the remaining improvements. (c) Nothing herein contained shall prevent Lessor and Lessee from prosecuting claims in any condemnation proceedings for the manner provided value of their respective interests. Subject to the provisions of Subsection (b), above, there Lessor shall be an adjustment of entitled to the Annual Rent payable by Tenant hereunder condemnation award attributable to the real property and Lessee for the Premises by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any its Furnishings, Alterations, leasehold estate, loss of business or other award not related to the Premises under the power interests of eminent domainLessor.

Partial Taking. In the event that (a) more than twenty-five percent (25%) of the floor area of any If a portion of the Premises is taken under condemned and Section 9.2 does not apply, the power of eminent domain; or lease shall continue on the following terms: (b1) by reason of any appropriation or takingExcept as otherwise provided, regardless Landlord shall be entitled to all of the amount so takenproceeds of condemnation, the remainder of any of the Premises is not one undivided parcel of property; or (c) and Tenant shall have no claim against Landlord as a result of any taking, regardless the condemnation. (2) Landlord shall proceed as soon as reasonably possible to make such repairs and alterations to the Premises as are necessary to restore the remaining Premises to a condition as comparable as reasonably practicable to that existing at the time of the amount so taken, the remainder of any of the Premises is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteria, Tenant shall have the right, in addition to its rights under Article 24, to terminate this Lease with respect to such taken Premises, upon giving notice in writing of such election within sixty (60) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date of termination. In the event of such termination, upon Tenant’s payment to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give to the other party notice in writing thereofcondemnation. If condemnation occurs and this Lease is not terminated, restoration work shall be commenced as soon as reasonably possible and thereafter shall proceed without interruption except for work stoppages on account of labor disputes and matters beyond Landlord's reasonable control, and be completed within ninety (90) days thereafter. If the Landlord fails to complete restoration within the time provided, Tenant may elect to terminate this Lease after thirty (30) days after Tenant's notice to terminate is delivered to Landlord. Nevertheless, this Lease shall remain not terminate if Landlord substantially completes the restoration and delivers occupancy to Tenant within the thirty (30) day notice period. XXXXXXXXX, XXXXXX, TWEET, XXXXXXXX, XXXXX & XXXXX XX XXX 000 XXXXX, XX 00000 (000) 000-0000 (3) After the date on which title vests in that portion the condemning authority or an earlier date on which alterations or repairs are commenced by Landlord to restore the balance of the Premises not so taken and Tenantin anticipation of taking, at Tenant’s sole cost and expense, the rent shall restore be reduced in proportion to the remaining portion reduction in value of the Premises as soon as possible to a complete an economic unit on account of the quality and character as existed prior to such partial taking. Landlord agrees If the parties are unable to reimburse Tenant agree on the amount of the reduction of rent, each shall appoint one appraiser, and each appraiser shall appoint a third appraiser, and the appraisers shall determine the rental value. (4) If a portion of Landlord's property not included in the Premises is taken, and severance damages are awarded on account of the Premises, or an award is made for detriment to the cost Premises as a result of restoration, but in no event shall Landlord’s obligation to reimburse Tenant for the cost activity by a public body not involving a physical taking of restoring the remaining any portion of the Premises exceed the amount of award of compensation that Landlord receives for Premises, this shall be regarded as a partial taking condemnation to which Sections 9.1 (1) and 9.1(3) apply, and the rent shall be reduced to the extent of that portion reduction in rental value, if any, of the Premises resulting in the need for restoration. So long as this Lease is not terminated in the manner provided above, there shall be an adjustment of the Annual Rent payable by Tenant hereunder for the Premises by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises under the power of eminent domainthough a portion had been physically taken.

Partial Taking. In If only part of the event Parking Area is permanently taken (i.e. for a period greater than nine (9) months) by Eminent Domain, this Lease shall be unaffected by such taking, except that (a) more than twenty-five percent Tenant shall be entitled to a proportionate adjustment in the Rents (25%) of the floor area of any of the Premises is taken under the power of eminent domain; or including Tenant's Share), and (b) by reason of any appropriation if one hundred (100) or taking, regardless of the amount so more spaces are permanently taken, the remainder of any of the Premises is not one undivided parcel of property; or (c) as a result of any taking, regardless of the amount so taken, the remainder of any of the Premises is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteria, Tenant shall have the right, in addition to its rights under Article 24, to may terminate this Lease with respect as of the Date of Taking by giving Landlord notice to such taken Premises, upon giving that effect within 90 days following the date on which Landlord delivers to Tenant a copy of the official notice in writing of such election Taking unless Landlord offers to provide replacement parking on the Mall Lot within sixty ninety (6090) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated the Date of Taking or taken (with valet parking on the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date of termination. In the event of such termination, upon Tenant’s payment to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as terms set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give 25.9 hereof with respect to the other party taken spaces. This Lease shall terminate as of the date that such termination notice in writing thereoffrom Tenant is given, and the Rents shall be prorated and adjusted as of such termination date. If Tenant does terminate this Lease is not terminateddue to such condemnation, Tenant shall remain be entitled to claim an award or payment in that portion of connection with the Premises taking in accordance with Section 14.3 hereof. If Tenant does not so taken and Tenant, at Tenant’s sole cost and expense, shall restore the remaining portion of the Premises as soon as possible to a complete unit of the quality and character as existed prior to such taking. Landlord agrees to reimburse Tenant for the cost of restoration, but in no event shall Landlord’s obligation to reimburse Tenant for the cost of restoring the remaining portion of the Premises exceed the amount of award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting in the need for restoration. So long as terminate this Lease is not terminated in the manner as provided above, there Tenant shall be entitled to claim an adjustment award or payment in connection with any permanent taking of the Annual Rent payable by Tenant hereunder Parking Area or any part thereof from the condemning authority expressly granted for the Premises by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of such Parking Area or portion thereof related to Tenant's right to use the Parking Area for the remaining term of this Lease, interruption of Tenant's business or Tenant's moving expenses. If Xxxxxx intervenes in a condemnation proceeding in which Landlord is a party, Landlord and Xxxxxxxx's counsel shall manage and control the proceeding for the claimants, provided, however, Tenant may manage and control its own claim and litigation so long as such action will not in any way materially diminish, interfere with or otherwise affect Landlord's claims or proceedings. Attorneys' fees and costs incurred by Landlord in connection with Eminent Domain proceedings shall not be charged to Tenant except to the extent related to pursuing a claim or obtaining recovery on behalf of the Premises under the power of eminent domainTenant at Tenant's request.

Partial Taking. In the event that case of a Taking other than a Total Taking (a "Partial Taking") (a) more than twenty-five percent (25%) this Lease shall remain in full force and effect; provided, that on the date of such Taking this Lease shall terminate as to the portion of the floor area of any Leased Premises taken (which portion shall be deemed excluded from the Leased Premises) and if the portion of the Leased Premises that was taken shall include any area designed for tenant occupancy, the Basic Rent shall be reduced by multiplying the same by a fraction, the numerator of which is the rentable square footage of the portion of the Leased Premises that was taken under and the power denominator of eminent domain; or which is the rentable square footage of the Leased Premises prior to the Taking (the "Taking Fraction") and (b) by reason Tenant, whether or not the awards or payments, if any, on account of any appropriation or taking, regardless such Taking shall be sufficient for the purpose shall promptly commence Restoration of the amount so taken, the remainder of any Leased Premises (exclusive of the Premises is not one undivided parcel of property; taken portion) and thereafter diligently prosecute the same to completion in accordance with the Plans and Specifications therefor (as approved by Landlord or (c) as a result of any taking, regardless of the amount so taken, the remainder of any of the Premises is rendered unsuitable for the continued operation of Tenant’s business as determined by the Appropriate Engineer to be required to have been approved by Landlord pursuant to this Lease). Notwithstanding any Partial Taking, the Supplemental Rent shall not be reduced or otherwise abated. Any claim for compensation resulting from a Partial Taking may be settled by Landlord without Tenant's consent; provided, that if the portion thereof awarded for Restoration is less than the estimated cost of such Restoration then Tenant in good faith shall have a right to approve any such settlement, such approval not to be unreasonably withheld, and based on commercially reasonable standards and criteriaif the portion of the Leased Premises that was taken shall include any Fit-Out Work, then Tenant shall have the rightright to participate, at Tenant's expense, in addition to its rights under Article 24, to terminate this Lease with respect to such taken Premises, upon giving notice in writing the prosecution of such election within sixty (60) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with claim and the understanding that right to approve any such period of time may be extended as reasonably necessary for Tenant settlement, such approval not to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date of termination. In the event of such termination, upon Tenant’s payment to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give to the other party notice in writing thereof. If this Lease is not terminated, Tenant shall remain in that portion of the Premises not so taken and Tenant, at Tenant’s sole cost and expense, shall restore the remaining portion of the Premises as soon as possible to a complete unit of the quality and character as existed prior to such taking. Landlord agrees to reimburse Tenant for the cost of restoration, but in no event shall Landlord’s obligation to reimburse Tenant for the cost of restoring the remaining portion of the Premises exceed the amount of award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting in the need for restoration. So long as this Lease is not terminated in the manner provided above, there shall be an adjustment of the Annual Rent payable by Tenant hereunder for the Premises by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises Any dispute under the power of eminent domainpreceding sentence should be resolved by the Appropriate Engineer.

Partial Taking. In the event that (ai) more than twenty-five percent (25%) % of the floor area of any Gross Leasable Area of the Premises Premises, including the parking area serving he Premises, is taken under the power of eminent domain; domain by any public or quasi-public authority, (bii) by reason of any appropriation or taking, regardless of the amount so taken, the remainder of any of the Premises is not one undivided parcel of property; , or (ciii) as a result of any taking, regardless of the amount so taken, the remainder of any of the Premises premises is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteria's business, either Landlord or Tenant shall have the right, in addition to its rights under Article 24, right to terminate this Lease with respect as of the date Tenant is required to such taken Premisesvacate a portion of the Premise, upon by giving the other notice in writing of such election within sixty thirty (6030) days after receipt by Tenant from Landlord of written notice that said the Premises have been so appropriated or taken (with the understanding that such period taken. Landlord agrees immediately after learning of time may be extended as reasonably necessary for any appropriation or taking to give to Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date of terminationnotice in writing thereof. In the event of such termination, upon Tenant’s tenant's payment to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth hereindate, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give to the other party notice in writing thereof. If both parties elect not to terminate this Lease is not terminatedlease, Tenant shall remain in that portion of the Premises not so s taken and Tenant, at Tenant’s 's sole cost and expense, shall restore the remaining portion of f the Premises as soon as possible to a complete unit of the like quality and character as existed prior to such taking. Landlord agrees to reimburse Tenant for the cost of restoration, but in no o event shall Landlord’s 's obligation to reimburse Tenant for the cost of restoring the remaining portion of the Premises exceed the amount of award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting in the need for restoration. So long as this Lease is not terminated in the manner provided above, there shall be an equitable adjustment of the Annual Rent rent payable by Tenant hereunder for the Premises by reason of any such partial taking as set forth in Section 15.05 belowtaking. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises premises under the power of eminent domain.

Partial Taking. In the event that (a) more Tenant’s Obligation to Restore. If less than twenty-five percent (25%) substantially all of the floor area Premises shall be so taken, this Lease and the Term shall continue as to the portion of the Premises remaining without abatement of Base Rent or Additional Costs or Impositions or diminution of any of Tenant’s obligations hereunder. Tenant, whether or not the Premises is taken under award or awards, if any, shall be sufficient for the power of eminent domain; or purpose shall (bsubject to Unavoidable Delays) by reason of proceed diligently to Restore any appropriation or taking, regardless remaining part of the amount Project not so takentaken so that the latter shall be complete, the remainder of any of the Premises is not one undivided parcel of property; or (c) as a result of any taking, regardless of the amount so taken, the remainder of any of the Premises is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant operable and in good faith condition and based on commercially reasonable standards and criteria, Tenant shall have the right, repair in addition to its rights under Article 24, to terminate this Lease with respect to such taken Premises, upon giving notice in writing of such election within sixty (60) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (conformity with the understanding that such period requirements of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date of terminationSection 8.01. In the event of a partial taking pursuant to this Section, the entire award attributable to such termination, upon Tenant’s payment to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent taking shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking deposited with the Depository for application to give to the other party notice in writing thereof. If this Lease is not terminated, Tenant shall remain in that portion of the Premises not so taken and Tenant, at Tenant’s sole cost and expense, shall restore the remaining portion of the Premises as soon as possible to a complete unit of the quality and character as existed prior to such taking. Landlord agrees to reimburse Tenant for the cost of restoration, but in no event shall Landlord’s obligation to reimburse Tenant for the cost of restoring the remaining portion Restoration of the Premises exceed part of the amount of award of compensation that Landlord receives for a partial taking Project not so taken. Subject to the provisions and limitations in this Article 9, Depository shall make available to Tenant as much of that portion of the Premises resulting award actually received and held by Depository, if any, less all necessary and proper expenses paid or incurred by Depository, the Mortgagee most senior in lien and the FCRHA in the need for restorationcondemnation proceedings, as may be necessary to pay the cost of Restoration of the part of the Project remaining. So long Such Restoration shall be done in accordance with and subject to the provisions of Article 8. Payments to Tenant as this Lease is not terminated aforesaid shall be disbursed in the manner provided above, there shall be an adjustment of and subject to the Annual Rent payable by Tenant hereunder for the Premises by reason of any partial taking as conditions set forth in Section 15.05 belowArticle 8. Tenant hereby waives Any balance of the award held by Depository and any statutory rights of termination which may arise by reason cash and the proceeds of any partial taking of any security deposited with Depository pursuant to Section 9.04 remaining after completion of the Premises under Restoration shall be paid to Tenant or its Mortgagee, if any. Each of the power parties shall execute any and all documents that may be reasonably required in order to facilitate collection by them of eminent domainsuch awards.

Partial Taking. In If a Partial Taking occurs, then the event that Term shall not be reduced or affected in any way, this Lease shall remain in full force and effect for the portion of the Property remaining after such Taking and the Tenant's obligation to pay Rent shall continue without abatement or diminution. All sums, including damages and interest constituting the Condemnation Award shall be deposited promptly with a Depositary, and shall be distributed and disbursed in the following amounts and in the following order of priority: (a) more than twenty-five percent (25%) First, to be used for restoration of the floor area Land and Improvements to an economically feasible state, in the good faith judgment of any of the Premises is taken under the power of eminent domainTenant; or and (b) by reason The balance, pro rata between Landlord and Tenant (or Leasehold Mortgagee) in accordance with (i) as to Landlord, the value of any appropriation or taking, regardless Landlord’s fee simple title in the portion of the amount Property so taken, taking into account the remainder effect on such value of any this Lease and all other matters affecting such interest (had the Taking not occurred), and (ii) as to Tenant (or Leasehold Mortgagee), the value of the Premises is not one undivided parcel Leasehold and Improvements to Tenant considering the number of property; or (c) as a result of any taking, regardless of years left in the amount so taken, the remainder of any of the Premises is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteria, Tenant shall have the right, in addition to its rights under Article 24, to terminate this Lease with respect to such taken Premises, upon giving notice in writing of such election within sixty (60) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date of terminationTerm. In the event of such termination, upon Tenant’s payment to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give to the other party notice in writing thereof. If this Lease is not terminated, Tenant shall remain in that portion of the Premises not so taken and Tenant, at Tenant’s its sole cost and expense, shall commence and thereafter proceed to repair, alter, raze or restore the remaining part of the Land, or otherwise to secure the Improvements and render the Improvements safe (the "Work"), all in Tenant's reasonable discretion and in accordance with Article IX above. If the Condemnation Award received by Tenant is insufficient to pay the entire cost of the work, then Tenant shall pay the full amount of any such deficiency. If the Condemnation Award received by Tenant shall exceed the entire cost of the Work, then Tenant shall assign its interest and any such excess portion of the Premises Condemnation Award to the Depositary if any and, if none, may use such excess for such purposes as soon as possible Tenant, in its sole discretion, deems appropriate. Under no circumstances shall Landlord be obligated to a complete unit make any payment, disbursement or contribution towards or on account of the quality and character as existed prior to such taking. Landlord agrees to reimburse Tenant for the cost of restoration, but in no event shall Landlord’s obligation to reimburse Tenant for the cost of restoring the remaining portion of the Premises exceed the amount of award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting in the need for restoration. So long as this Lease is not terminated in the manner provided above, there shall be an adjustment of the Annual Rent payable by Tenant hereunder for the Premises by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises under the power of eminent domainWork.

Partial Taking. In the event that (a) more than twenty-five percent (25%) If, during the Term of the floor area of any this Lease, a portion of the Premises is shall be taken under or conveyed, this Lease shall terminate and come to an end as to the power of eminent domain; or (b) by reason of any appropriation or taking, regardless part of the amount so Property which is taken, upon the remainder of any of date title is vested in the Premises is not one undivided parcel of property; or (c) condemning authority as a result of any takingsuch Taking, regardless but shall not terminate as to the Award for the part of the amount so Premises which is taken, and otherwise this Lease shall continue in full force and effect as to the remainder of any of the Premises is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteria, Tenant shall have the right, in addition to its rights under Article 24, to terminate this Lease with respect to such taken Premises, upon giving notice in writing of such election within sixty (60) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consentthe provisions of Section 12.4(b) hereof. If there is a Taking of the type provided for in this Section 12.4, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date of termination. In the event of such terminationthen, upon Tenant’s payment to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof part of the Premises not so taken, the Tenant covenants and agrees, for itself and its successors in interest, that the Annual Rent shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking Tenant shall, at its sole cost and expense (subject to give reimbursement to the other party notice in writing thereof. If this Lease is not terminatedextent hereinafter provided), Tenant shall remain in promptly restore that portion of the Premises not so taken to a complete architectural unit for the use and occupancy of the Tenant (and those claiming under Tenant) as expressed in this Lease. The provisions and conditions in Article 11 hereof applicable shall apply to the work required to be done under this Section 12.4. As to any such Taking, the Net Award shall be distributed as follows: (i) First to the Tenant, to the extent of and as a first charge against the Net Award, an amount not exceeding the actual cost reasonably incurred by the Tenant of performing its obligations under this Lease imposed upon Tenant as the result of the Taking. (ii) Second, to Permitted Leasehold Mortgagees to the extent required under their respective loan documents. (iii) The balance of the Net Award, if any, shall be apportioned between the City and the Tenant in the same manner as the balance of a Net Award apportioned under Subsection 12.2(b)(iv) and (v). (b) In the event a Taking provided for in this Section 12.4 so diminishes or impairs the use of the Tenant's Improvements that, notwithstanding restoration, the Tenant would be unable to make economic use of the remainder thereof for the purposes permitted by this Lease, the Tenant, at its option exercisable by notice to the City given not later than one hundred and eighty (180) days after title is vested in the condemning authority pursuant to such Taking, may terminate this Lease as of such date. The Base Rent, Additional Rent, Impositions and/or other charges herein provided to be paid by the Tenant shall be apportioned to said date and any amounts prepaid by Tenant in excess of its liability based on such apportionment shall be refunded by the City to the Tenant’s sole cost . In the event Tenant elects to so terminate this Lease, the Net Award shall be allocated and expensedistributed in the manner provided in Section 12.2, except that the value of the City's Interest in the Net Award determined under Subsection 12.2(a)(i) shall restore be reduced by the remaining value of the portion of the Premises as soon as possible and the Tenant's Improvements not taken and the amount to a complete unit be paid to the City under Subsection 12.2(b) shall be reduced by the discounted fair rental value of the quality and character as existed prior to such taking. Landlord agrees to reimburse Tenant for the cost of restoration, but in no event shall Landlord’s obligation to reimburse Tenant for the cost of restoring the remaining portion of the Premises exceed not taken for the amount of award of compensation that Landlord receives for a partial taking of that unexpired portion of the Premises resulting in the need for restoration. So long as Term of this Lease is not terminated in the manner provided above, there shall be an adjustment of the Annual Rent payable by Tenant hereunder for the Premises by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises under the power of eminent domainLease.

Partial Taking. In the event that (a) more than twenty-five percent (25%) of the floor area of any If a portion of the Premises is taken under condemned and Section 9.2 does not apply, the power of eminent domain; or Lease shall continue on the following terms: (b1) by reason of any appropriation or takingExcept as otherwise provided, regardless Landlord shall be entitled to all of the amount so takenproceeds of condemnation, the remainder of any of the Premises is not one undivided parcel of property; or (c) and Tenant shall have no claim against Landlord as a result of any taking, regardless the condemnation. (2) Landlord shall proceed as soon as reasonably possible to make such repairs and alterations to the Premises as are necessary to restore the remaining Premises to a condition as comparable as reasonably practicable to that existing at the time of the amount so taken, the remainder of any of the Premises is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteria, Tenant shall have the right, in addition to its rights under Article 24, to terminate this Lease with respect to such taken Premises, upon giving notice in writing of such election within sixty (60) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date of termination. In the event of such termination, upon Tenant’s payment to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give to the other party notice in writing thereofcondemnation. If condemnation occurs and this Lease is not terminated, restoration work shall be commenced as soon as reasonably possible and thereafter shall proceed without interruption except for work stoppages on account of labor disputes and matters beyond Landlord’s reasonable control, and be completed within ninety (90) days thereafter. If the Landlord fails to complete restoration within the time provided, Tenant may elect to terminate this Lease after thirty (30) days after Tenant’s notice to terminate is delivered to Landlord. Nevertheless, this Lease shall remain not terminate if Landlord substantially completes the restoration and delivers occupancy to tenant within the thirty (30) day notice period. (3) After the date on which title vests in that portion the condemning authority or an earlier date on which alterations or repairs are commenced by Landlord to restore the balance of the Premises not so taken and Tenantin anticipation of taking, at Tenant’s sole cost and expense, the rent shall restore be reduced in proportion to the remaining portion reduction in value of the Premises as soon as possible to a complete an economic unit on account of the quality and character as existed prior to such partial taking. Landlord agrees If the parties are unable to reimburse Tenant for agree on the cost amount of restorationthe reduction of rent, but in no event each shall appoint one appraiser, and each appraiser shall appoint a third appraiser, and the appraisers shall determine the rental value. (4) If a portion of Landlord’s obligation property not included in the Premises is taken, and severance damages are awarded on account of the Premises, or an award is made for detriment to reimburse Tenant for the cost Premises as a result of restoring the remaining activity by a public body not involving a physical taking of any portion of the Premises exceed the amount of award of compensation that Landlord receives for Premises, this shall be regarded as a partial taking condemnation to which Section 9.1(1) and 9.1(3)apply, and the rent shall be reduced to the extent of that portion reduction in rental value, if any, of the Premises resulting in the need for restoration. So long as this Lease is not terminated in the manner provided above, there shall be an adjustment of the Annual Rent payable by Tenant hereunder for the Premises by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises under the power of eminent domainthough a portion had been physically taken.

Partial Taking. In the event that (a) more than twenty-five percent (25%) If only a portion of the floor area Leased Land or of any of the Premises improvements is taken under the power of eminent domain; or (b) by reason of any appropriation or takingcondemnation, regardless of the amount so takenthis Lease shall remain in effect, the remainder of any of the Premises is not one undivided parcel of property; or (c) as a result of any taking, regardless of the amount so taken, the remainder of any of the Premises is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteria, Tenant shall have the right, in addition to its rights under Article 24, except that Xxxxxxx may elect to terminate this Lease with respect if: (i) the remaining Leased Land or improvements could not be economically and feasibly used by Xxxxxxx, and (ii) a reasonable amount of reconstruction (taking into account costs associated therewith, including unavoidable loss of use of portions of the Leased Land and rentals accruing hereunder during reconstruction) would not make the remaining Leased Land and improvements reasonably suited for Xxxxxxx'x continued occupancy for the uses and purposes for which the Leased Land has been leased; or, if (iii) Xxxxxxx is unable to fulfill its covenants to Ameristar pursuant to Article II of this Lease, unless such taken Premises, upon giving notice in writing of such election within sixty (60) days after receipt particular covenants which cannot reasonably be fulfilled by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect virtue of such partial taking on Tenant’s continued operation are waived by Ameristar in writing. If Xxxxxxx elects to terminate this Lease, Xxxxxxx must exercise its right to terminate pursuant to this Section by giving notice to Ameristar within thirty (30) days after the nature and the extent of its business at the Premisestaking have been finally determined. If Xxxxxxx elects to terminate this Lease as provided in this Section, subject to Landlord’s prior written consent, which consent Xxxxxxx shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through also notify Ameristar of the date of termination. In , which date shall not be earlier than ninety (90) days nor later than one hundred eighty (180) days after Xxxxxxx has notified Ameristar of its election to terminate; except that this Lease shall terminate on the event date of such termination, upon Tenant’s payment to Landlord taking if the date of all rents and other amounts accruing hereunder through such taking falls on a date and in connection with such before the date of termination as set forth hereindesignated by Xxxxxxx. If Xxxxxxx does not terminate this Lease within the thirty (30) day period, both Landlord this Lease shall continue in full force and Tenant shall thereupon be released from any liability thereafter accruing hereundereffect, except as to obligations hereunder which survive that Rental from and after the termination hereof and effective date of the Annual Rent taking shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give reduced by a proportion equal to the other party notice in writing thereof. If this Lease is not terminated, Tenant shall remain in that portion ratio of the Premises not so taken and Tenant, at Tenant’s sole cost and expense, shall restore the remaining portion area of the Premises as soon as possible Leased Land taken to a complete unit the total area of the quality and character as existed Leased Land immediately prior to such taking. Landlord agrees to reimburse Tenant for the cost of restoration, but in no event shall Landlord’s obligation to reimburse Tenant for the cost of restoring the remaining portion of the Premises exceed the amount of award of compensation taking and that Landlord receives for a partial taking of that portion of the Premises resulting in the need for restoration. So long as this Lease is not terminated in the manner provided above, there Base Rental shall be an adjustment similarly reduced for purposes of the Annual Rent payable by Tenant hereunder for the Premises by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises under the power of eminent domainfuture Rental adjustments.

Partial Taking. In If title to less than the event that (a) more than twenty-five percent (25%) whole of the floor area Leased Property is condemned, and the Leased Property is still suitable for its Primary Intended Use, and not Uneconomic for its Primary Intended Use, or if Lessee or Lessor is entitled but neither elects not to terminate this Lease as provided in Section 15.3, Lessee at its cost shall with all reasonable dispatch, but only to the extent of any condemnation awards made available to Lessee and any other sums advanced by Lessor pursuant to the next sentence, restore the untaken portion of any Leased Improvements so that such Leased Improvements constitute a complete architectural unit of the Premises is taken same general character and condition (as nearly as may be possible under the power of eminent domain; or (b) by reason of any appropriation or taking, regardless of the amount so taken, the remainder of any of the Premises is not one undivided parcel of property; or (ccircumstances) as a result the Leased Improvements existing immediately prior to the Condemnation. If the condemnation awards are not adequate to restore the Facility to that condition, each of Lessor and Lessee shall have the right to terminate this Lease, without in any takingway affecting any other leases in effect between Lessor and Lessee, regardless of by giving Notice to the amount so takenother; provided, the remainder of any of the Premises however that, if such termination is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteriaLessee, Tenant Lessor shall have the right, in addition to its rights under Article 24sole discretion, to terminate nullify the termination and keep this Lease with respect to such taken Premisesin full force by providing, upon giving notice in writing of such election within sixty thirty (6030) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on TenantLessee’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date Notice of termination. In , a Notice to Lessee of Lessor’s unconditional, legally binding obligation to be responsible for all restoration costs in excess of the event of such termination, upon Tenant’s payment to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give to the other party notice in writing thereofcondemnation awards. If this Lease is not terminatedterminated and Lessee restores the Facility, Tenant the condemnation awards, and any other sums made available by Lessor as aforesaid, shall remain be held in that portion trust by Lessor and paid out by Lessor from time to time for the reasonable costs of such restoration upon satisfaction of reasonable terms and conditions, and any excess awards remaining after such restoration shall be retained by Lessor unless the partial condemnation materially impairs the operations or financial performance of the Premises not so taken Facility, in which latter event the award shall be equitably apportioned between Lessor and Tenant, at Tenant’s sole cost and expense, shall restore Lessee in proportion to the remaining portion then fair market values of the Premises as soon as possible respective estates and interests of Lessor and Lessee in and to a complete unit of the quality Leased Property and character as existed prior to such taking. Landlord agrees to reimburse Tenant for the cost of restoration, but in no event shall Landlord’s obligation to reimburse Tenant for the cost of restoring the remaining portion of the Premises exceed the amount of award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting in the need for restoration. So long as under this Lease is not terminated in the manner provided above, there shall be an adjustment of the Annual Rent payable by Tenant hereunder for the Premises by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises under the power of eminent domainLease.

Partial Taking. Upon the occurrence of any Partial Taking, this Lease shall continue in full effect without abatement or reduction of Basic Rent, Additional Rent or other sums payable by Tenant. In the event that (a) more than twenty-five percent (25%) Landlord receives a Net Award in connection with any such Partial Taking Landlord shall, provided there is no Event of Default hereunder, make the floor area of any of the Premises is taken under the power of eminent domain; or (b) by reason of any appropriation or takingNet Award available to Tenant, and Tenant shall, regardless of the amount adequacy of the award, make repairs in accordance with the requirements of Section 5.4(a) hereof so takenthat, thereafter, the remainder Premises shall be, as nearly as possible, in a condition as good as the condition thereof immediately prior to such Taking, but, if such Net Award shall be in excess of any One Hundred Thousand Dollars ($100,000), the proceeds shall be held by Landlord or a proceeds trustee (which may be Lender or Lender's designee, or a bank or trust company designated by Landlord), and paid only upon delivery to Landlord of (i) certificates of Tenant identifying the repair work for which Tenant is requesting payment and the cost incurred by Tenant in connection therewith (a) if such Partial Taking occurs during the last 49th through 60th months of the Premises is not one undivided parcel Primary Term or any Extended Term, 20% of propertythe excess Net Award shall be delivered to Landlord and the balance shall be delivered to Tenant; (b) if such Partial Taking occurs during the last 37th through 48th months of the Primary Term or any Extended Term, 40% of the excess Net Award shall be delivered to Landlord and the balance shall be delivered to Tenant; (c) as a result of any taking, regardless if such Partial Taking occurs during the last 25th through 36th months of the amount so takenPrimary Term or any Extended Term, the remainder of any 60% of the Premises is rendered unsuitable for excess Net Award shall be delivered to Landlord and the continued operation balance shall be delivered to Tenant; (d) if such Partial Taking occurs during the last 13th through 24th months of the Primary Term or any Extended Term, 80% of the excess Net Award shall be delivered to Landlord and the balance shall be delivered to Tenant’s business as determined by Tenant in good faith ; and based on commercially reasonable standards and criteria(e) if such Partial Taking occurs during the last 12 months of the Primary Term or any Extended Term, Tenant 100% of the excess Net Award shall have the right, in addition to its rights under Article 24, to terminate this Lease with respect to such taken Premises, upon giving notice in writing of such election within sixty (60) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject delivered to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date of termination. In the event of such termination, upon Tenant’s payment to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give to the other party notice in writing thereof. If this Lease is not terminated, Tenant shall remain in that portion of the Premises not so taken and Tenant, at Tenant’s sole cost and expense, shall restore the remaining portion of the Premises as soon as possible to a complete unit of the quality and character as existed prior to such taking. Landlord agrees to reimburse Tenant for the cost of restoration, but in no event shall Landlord’s obligation to reimburse Tenant for the cost of restoring the remaining portion of the Premises exceed the amount of award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting in the need for restoration. So long as this Lease is not terminated in the manner provided above, there shall be an adjustment of the Annual Rent payable by Tenant hereunder for the Premises by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises under the power of eminent domain.

Partial Taking. (a) In the event that any part of the Leaseback Space shall be so condemned or taken, then this Sublease shall be and remain unaffected by such condemnation or taking, except that the Minimum Rent and Additional Rent allocable to the part so taken shall be apportioned (on a per square foot basis) as of the date of taking, provided, however, that (a) more than twenty-five percent Subtenant may elect to cancel this Sublease (25%i) in the event the area of the floor area Leaseback Space remaining following the condemnation or taking shall not be sufficient, in the reasonable judgment of any Subtenant, to enable Subtenant to continue the operation of its business therein in substantially the manner in which such business was being conducted immediately prior to such taking, or (ii) if such taking materially adversely impairs the means of access to the Leaseback Space or the entrances or lobby of the Premises is taken under the power of eminent domain; Tower or (b) by reason of Building. Upon such partial taking and this Sublease continuing in force as to any appropriation or taking, regardless part of the amount Leaseback Space not so taken, the remainder of any of the Premises is not one undivided parcel of property; or (c) Minimum Rent and Additional Rent shall be adjusted proportionately. If as a result of any the partial taking (and this Sublease continuing in force as to the part of the Leaseback Space not so taken) such part is damaged, Sublandlord agrees to promptly restore the damaged portion remaining after the taking, regardless to the condition existing immediately prior to the taking. (b) In the event of a Taking which does not result in a termination of this Sublease pursuant to this Section 16.02, this Sublease shall terminate and expire with respect only to the portion of the amount Leaseback Space so taken, the remainder on and as of any of the Premises is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteria, Tenant shall have the right, in addition to its rights under Article 24, to terminate this Lease with respect to such taken Premises, upon giving notice in writing of such election within sixty (60) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date of terminationtaking. In all other respects this Sublease shall remain in full force and effect except that Subtenant shall be entitled, after such date, to a reduction in the Minimum Rent and Additional Rent in the proportion which the area of the Leaseback Space so taken bears to the total area of the Leaseback Space at the time of such Taking. (c) Nothing hereinabove provided shall (in the event the Sublease is terminated as above provided) preclude Subtenant from appearing, claiming, proving and receiving in the condemnation proceeding, Subtenant's moving expenses, and the value of Subtenant's personal property. In the event of such termination, upon Tenant’s payment to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give to the other party notice in writing thereof. If this Lease that Subtenant is not terminatedpermitted to make a separate claim for such items in such proceeding, Tenant Sublandlord shall remain prosecute all claims in that portion such proceeding on behalf of both Sublandlord and Subtenant, in which event Subtenant may, if it so elects and at its expense, join with Sublandlord in such proceeding, retain co-counsel, attend hearings, present arguments and generally participate in the conduct of the Premises not so taken and Tenantproceeding; provided, however, that, if Sublandlord incurs any additional expense because of Subtenant's exercising its fights under this sentence, Subtenant will bear such additional expense. (d) Sublandlord, at Tenant’s its sole cost and expenseexpense and whether or not the proceeds shall be sufficient for the purpose, shall proceed, within forty (40) days after such Taking, with diligence and continuity, to repair, alter (including any necessary demolition and reconstruction) and restore the remaining portion part of the Premises Leaseback Space to substantially their former condition, so as soon as possible to constitute a complete unit structure suitable for the purposes the Leaseback Space are being used for as of the quality date hereof. All repairs, alterations, restorations or demolition conducted by Sublandlord as a result of a partial Taking, including temporary repairs for the protection of the Improvements or other property pending the completion thereof, are referred to in this Article as the "Partial Restoration." (e) The conditions under which the Partial Restoration is to be performed and character as existed prior to such taking. Landlord agrees to reimburse Tenant for the method of proceeding with and performing the same shall be governed by all of the provisions of Article 9 of the Xxxxxxxxx; and the cost of restoration, but in no event the Partial Restoration shall Landlord’s obligation to reimburse Tenant for include the cost of restoring the remaining portion reasonable fees of the Premises exceed the amount of award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting in the need for restoration. So long as this Lease is not terminated in the manner provided above, there shall be an adjustment of the Annual Rent payable by Tenant hereunder for the Premises by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises under the power of eminent domainConstruction Manager.

Partial Taking. In If there is a Taking of a portion of the event that Leased Property by Condemnation, this Lease shall remain in effect if the Facility is not thereby rendered Unsuitable for its Primary Intended Use. If, however, such Taking substantially impairs Lessee's ability to use the Facility for its Primary Intended Use, Lessee shall have the option (a) more than twenty-five percent (25%) of to restore the floor area of any of Facility, at its own expense, to the Premises is taken under extent possible, to substantially the power of eminent domain; same condition as existed immediately before the partial Taking, or (b) by reason so long as Lessee is not in default of any appropriation kind, and no event has occurred which with the giving of notice or takingthe passage of time or both would constitute such a default, regardless under the terms of this Lease, the Other Lease and the Tenant Leases to acquire the Leased Property from Lessor for a purchase price equal to the Fair Market Value Purchase Price of the amount so takenLeased Property immediately prior to such partial Taking, the remainder of any in which event this Lease shall terminate upon payment of the Premises is not one undivided parcel of property; or (c) as a result of any taking, regardless of the amount so taken, the remainder of any of the Premises is rendered unsuitable for the continued operation of Tenant’s business as determined purchase price. Lessee shall exercise its option by Tenant in good faith and based on commercially reasonable standards and criteria, Tenant shall have the right, in addition to its rights under Article 24, to terminate this Lease with respect to such taken Premises, upon giving Lessor notice in writing of such election thereof within sixty (60) days after receipt by Tenant from Landlord Lessee receives notice of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date of terminationTaking. In the event of such terminationLessee exercises the option to purchase the Leased Property pursuant to this Section 15.4, upon Tenant’s payment to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as the terms set forth herein, both Landlord and Tenant in Article XVIII shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof apply and the Annual Rent shall sale/purchase must be adjusted closed within thirty (30) days after the date of the written notice from Lessee to Lessor of Lessee's intent to purchase, unless a different closing date is agreed upon in writing by Lessor and Lessee. So long as Lessee does not exercise its option to purchase as set forth in this Section 15.05 below. Each Party agrees immediately after learning 15.4, if the Facility cannot be returned to substantially the level of service existing prior to any actual or contemplated appropriation or partial taking to give within thirty (30) days from the Date of Taking, the Base Rent due hereunder, to the other party notice in writing thereof. If this Lease is extent not terminated, Tenant shall remain in that portion of the Premises not so taken and Tenant, at Tenant’s sole cost and expensecovered by an Award paid to Lessor, shall restore be suspended until such time as the remaining portion Facility is returned to substantially the level of the Premises as soon as possible to a complete unit of the quality and character as existed service existing prior to such taking. Landlord agrees to reimburse Tenant for the cost of restorationTaking; provided, but in no event however, such suspension shall Landlord’s obligation to reimburse Tenant for the cost of restoring the remaining portion of the Premises exceed the amount of award of compensation that Landlord receives not continue for a partial taking period longer than sixty (60) days from the Date of that portion of the Premises resulting in the need for restoration. So long as this Lease is not terminated in the manner provided above, there shall be an adjustment of the Annual Rent payable by Tenant hereunder for the Premises by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises under the power of eminent domainTaking.

Partial Taking. In If a part of the event Premises shall be so taken, then Landlord shall give Tenant prompt written notice thereof and the part so taken shall no longer constitute part of the Premises, but this Lease shall continue in force and effect as to the part not so taken; provided, however, that Tenant may elect to terminate this Lease (a) more than twenty-five percent (25%) of the floor area of any if a partial taking of the Premises occurs and Landlord is not able to provide alternate premises in the Building reasonably acceptable to Tenant for the normal conduct of Tenant's business for the portion of the Premises taken under or if, in the power good faith, reasonable judgment of eminent domain; Tenant, the remaining portion of the Premises cannot be economically and practicably used by Tenant for the conduct of its business or (b) if a partial taking has a material and adverse effect upon (i) the normal conduct by reason Tenant of its business in the Premises, or (ii) the parking for Tenant and its visitors and Landlord does not relocate such parking pursuant to Section 6.01(d) of this Lease. Tenant shall give notice of any appropriation or taking, regardless of the amount so taken, the remainder of any of the Premises is not one undivided parcel of property; or (c) as a result of any taking, regardless of the amount so taken, the remainder of any of the Premises is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteria, Tenant shall have the right, in addition to its rights under Article 24, election to terminate this Lease with respect to such taken Premises, upon giving notice in writing of such election within Landlord not later than sixty (60) days after receipt notice of such taking is given by Tenant from Landlord of written to Tenant. Upon the date specified in Tenant's notice that said Premises have been so appropriated or taken (with the understanding that such period of time may which shall be extended a date as reasonably necessary soon thereafter as is practical for Tenant to assess relocate from the effect Building, but in no event more than one hundred eighty (180) days thereafter), the Term of such this Lease shall terminate and, subject to a proration and apportionment of Annual Rental and proration, apportionment and reconciliation of Additional Rental and other sums due hereunder as of the date of the termination, no further rent shall be due hereunder. Upon a partial taking on Tenant’s continued operation and the Term of its business at this Lease continuing in force as to any part of the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date of termination. In the event of such termination, upon Tenant’s payment to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent Rental or any Additional Rental shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual reduced proportionately based upon the part or contemplated appropriation or taking to give to the other party notice in writing thereof. If this Lease is not terminated, Tenant shall remain in that portion parts of the Premises not and/or other parts of the Building so taken taken. If a part of the Building is taken, and Tenanteither (i) Landlord's architect or contractor reasonably estimates that reconstruction would require more than one hundred eighty (180) days; (ii) in Landlord's good faith, at Tenant’s sole cost and expense, shall restore reasonable judgment the remaining portion of the Premises as soon as possible Building cannot be restored to a complete unit of the quality functional whole or cannot be restored so as to be efficient and character economically viable to own, operate and maintain as existed prior to such taking. Landlord agrees to reimburse Tenant for a commercial office building or (iii) the cost of restorationrestoration will require more than the condemnation proceeds paid to Landlord, then Landlord may elect to terminate this Lease by delivering written notice of such election to Tenant not later than sixty (60) days following the Date of the Taking, and this Lease shall terminate as of a date mutually acceptable to Landlord and Tenant, but in no event shall Landlord’s obligation more than one hundred eighty (180) days following such notice, subject to reimburse Tenant for the cost a proration and apportionment of restoring the remaining portion Annual Rental and proration, apportionment and reconciliation of the Premises exceed the amount of award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting in the need for restoration. So long as this Lease is not terminated in the manner provided above, there shall be an adjustment of the Annual Rent payable by Tenant hereunder for the Premises by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises under the power of eminent domainAdditional Rental and other sums due hereunder.

Partial Taking. In the event that (a) more than twenty-five percent (25%) If only a part of the floor area of any of the Leased Premises is shall be so taken under the power of eminent domain; or (b) by reason of any appropriation or takingcondemned, regardless of the amount so taken, the remainder of any of the Premises is not one undivided parcel of property; or (c) as a result of any taking, regardless of the amount so taken, the remainder of any of the Premises is rendered unsuitable for the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteria, Tenant shall have the right, in addition to its rights under Article 24, to terminate this Lease with respect to such taken Premises, upon giving notice in writing of such election within sixty (60) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date of termination. In the event of such termination, upon Tenant’s payment to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give to the other party notice in writing thereof. If this Lease is not terminatedterminated pursuant to Section 8.1 hereof, Tenant shall remain in that portion of the Premises not so taken and Tenant, at Tenant’s its sole cost and expense, shall repair and restore the remaining portion Leased Premises and all Improvements thereon, and Landlord shall make the Award available to Tenant for restoration in accordance with the disbursement conditions of Section 7.3, provided, however, that Tenant shall have no obligation to repair or restore the Leased Premises or any Improvements located thereon if Landlord or its lender fails to make any Award available for restoration of the Leased Premises as soon as possible to a complete unit (and in such event the Lease shall terminate). If the Leased Premises is rendered untenantable in whole or in part, an equitable abatement in Rent shall be allowed from the date of the quality and character as existed prior to such takingtaking or condemnation. Landlord agrees to reimburse Tenant for If the cost of restoration, but in no event shall Landlord’s obligation to reimburse Tenant for the cost of restoring the remaining portion of the Premises exceed the amount of award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting in the need for restoration. So long as this Lease is not terminated as provided in the manner provided abovefirst sentence of this Section 8.2, there Tenant shall be an adjustment promptly and diligently proceed to make a complete architectural unit of the Annual Rent payable by Tenant hereunder for remainder of the Premises by reason of any partial taking as Improvements, complying with the disbursement conditions set forth in Section 15.05 below7.3. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any For such purpose, to the extent the amount of the Award relating to the Improvements is less than Twenty Five Million Dollars ($25,000,000), Landlord shall immediately pay the full amount of the Award to Tenant for such restoration. To the extent the amount of the Award exceeds the cost of such restoration, Tenant shall return such excess to Landlord upon full completion of the restoration work. (b) In the event of a partial taking, this Lease shall terminate as to the portion of the Leased Premises under so taken and the power Base Rent payable for the balance of eminent domainthe term of this Lease shall be equitably reduced by a sum equivalent to the portion of the Facility taken, such reduction to be effective as of the date of Landlord’s receipt of such Award. Until the amount of the reduction of the Base Rent shall have been determined, Tenant shall continue to pay to Landlord the Base Rent provided for in Section 4.1.

Partial Taking. In If title to the event that (a) more fee of less than twenty-five percent (25%) the whole of the floor area of any of Leased Premises shall be so taken or condemned, which nevertheless renders the Leased Premises is taken under the power of eminent domain; or (b) by reason of any appropriation or taking, regardless of the amount so taken, the remainder of any of the Premises is not one undivided parcel of property; or (c) as a result of any taking, regardless of the amount so taken, the remainder of any of the Premises is rendered unsuitable Unsuitable for the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteriaIts Primary Intended Use, Tenant and Landlord shall each have the rightoption, in addition exercisable by written notice to its rights under Article 24the other, at any time within thirty (30) days after the taking of possession by, or the date of vesting of title in, such Condemnor, whichever first occurs, to terminate this Lease with respect as of the Taking. Upon such date so determined, if such notice has been given, this Lease shall thereupon cease and terminate as to such taken Leased Premises, upon giving notice in writing of such election within sixty (60) days after receipt . All Rent and other charges paid or payable by Tenant from Landlord hereunder shall be apportioned as of written notice that said Premises the date the Lease shall have been so appropriated terminated. If there is a Taking of a portion of the Leased Premises by Condemnation such that the Leased Premises is not thereby rendered Unsuitable for Its Primary Intended Use, the Landlord at its sole discretion may (a) terminate this Lease, or taken (with b) have this Lease remain in effect and Landlord shall restore the understanding untaken portion of the Building Shell in which the Leased Premises are located so that such period Leased Premises shall constitute a complete architectural unit of time the same general character and condition (as nearly as may be extended possible under the circumstances) as reasonably the Leased Premises existing immediately prior to such Condemnation or Taking. Landlord shall commence the restoration process for the Leased Premises within ninety (90) days of the partial Taking, if the necessary for funds have been received by the Landlord, and shall diligently prosecute the restoration to completion. Tenant may elect, at any time subsequent to assess the effect of such partial taking on Tenant’s continued operation of its business at the PremisesCondemnation or Taking, subject to upon Landlord’s prior written consent, consent which consent shall not be unreasonably withheld) provided Tenant shall continue , to pay Annual Rent and other amounts accruing hereunder through the date of termination. In the event of commence such termination, upon restoration at Tenant’s payment own expense, and shall diligently prosecute the same to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give to the other party notice in writing thereofcompletion. If this Lease is not terminatedTenant elects to undertake the restoration of the Leased Premises so Condemned or Taken, Tenant it shall remain in that restore the untaken portion of the Building Shell in which the Leased Premises not are located so taken and Tenant, at Tenant’s sole cost and expense, that such Leased Premises shall restore the remaining portion of the Premises as soon as possible to constitute a complete architectural unit of the quality same general character and character condition (as existed nearly as may be possible under the circumstances) as the Leased Premises existing immediately prior to such taking. Landlord agrees to reimburse Tenant for the cost of restoration, but in no event shall Landlord’s obligation to reimburse Tenant for the cost of restoring the remaining portion of the Premises exceed the amount of award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting in the need for restoration. So long as this Lease is not terminated in the manner provided above, there shall be an adjustment of the Annual Rent payable by Tenant hereunder for the Premises by reason of any partial taking as set forth in Section 15.05 belowCondemnation or Taking. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of shall have the Premises under right to be reimbursed from the power of eminent domainproceeds for such Condemnation or Taking, for its external expenses related to such restoration.

Partial Taking. In the event that (a) more than twenty-five Tenant may, at its election, terminate this Lease upon the occurrence of any condemnation, or conveyance in lieu of condemnation, which affects: (i) Twenty percent (2520%) or more of the floor area of any the Premises; (ii) Twenty percent (20%) or more of the parking areas of the Real Estate shown on EXHIBIT "B" attached hereto; or (iii) Any portion of the Premises is taken under whose condemnation would materially affect ingress to and egress from the power Premises, unless Landlord provides satisfactory substitute points of eminent domain; or (b) by reason of any appropriation or taking, regardless of ingress and egress to and from the amount so taken, the remainder of any of the Premises is not one undivided parcel of property; or (c) as a result of any taking, regardless of the amount so taken, the remainder of any of the Premises is rendered unsuitable for the continued operation Premises. Tenant shall give Landlord notice of Tenant’s business as determined by 's election within thirty (30) days after Tenant; shall receive notice of such pending condemnation. If Tenant in good faith and based on commercially reasonable standards and criteriafails to give Landlord such written notice within such thirty (30) day period, Tenant shall be conclusively deemed to have the right, in addition to its rights under Article 24, elected not to terminate this Lease. Notwithstanding any termination of this Lease with respect to such taken Premises, upon giving notice in writing of such election within sixty (60) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time hereunder, Tenant, at its election, may be extended as reasonably necessary for Tenant continue to assess the effect of such partial taking on Tenant’s continued operation of its business at occupy the Premises, subject to Landlord’s prior written consentthe terms and provisions of this Lease, which consent shall not be unreasonably withheld) provided for all or such part, as Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through may determine, of the period between the date of termination. In such taking and the event date when possession of such termination, upon Tenant’s payment the Premises shall be taken by the appropriate authority. (b) Notwithstanding anything to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as the contrary set forth herein, both Landlord and Tenant shall thereupon be released from if any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give to the other party notice in writing thereof. If this Lease is not terminated, Tenant shall remain in that portion of the Premises not so taken is condemned or conveyed in lieu of such condemnation during the last two (2) years of the term hereof, then either Tenant or Landlord may terminate this Lease upon thirty (30) days written notice to the other party; provided, however, that any such notice of termination by Landlord shall be ineffective, and this Lease shall remain in full force and effect, if Tenant, within thirty (30) days after receipt of such notice from Landlord, shall give notice to Landlord of its intention to extend the term of this Lease for all of the options periods in accordance with ARTICLE III above. If Tenant gives Landlord such notice of such renewal, Landlord shall repair and/or restore the Premises in accordance with the terms and conditions of this ARTICLE XVI, to the extent practicable. Notwithstanding any termination of this Lease pursuant to the terms and conditions of this Section 16.2(b), Tenant, at Tenant’s sole cost its election, may continue to occupy the Premises, subject to the terms and expenseconditions of this Lease, shall restore for the remaining portion period between the date of such taking and the date when possession of the Premises as soon as possible property to a complete unit of the quality and character as existed prior to such taking. Landlord agrees to reimburse Tenant for the cost of restoration, but in no event shall Landlord’s obligation to reimburse Tenant for the cost of restoring the remaining portion of the Premises exceed the amount of award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting in the need for restoration. So long as this Lease is not terminated in the manner provided above, there be condemned shall be an adjustment of taken by the Annual Rent payable by Tenant hereunder for the Premises by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises under the power of eminent domainappropriate authority.

Partial Taking. In the event that (ai) If more than twenty-five percent (25%) of the floor area of any rentable square feet of the Premises is taken under the power of eminent domain; on a non-temporary basis, or (bii) by reason of any appropriation if access to the Premises, including access to the Office Elevators is materially impaired, or taking(iii) access to, regardless of the amount so takenand use of, the remainder of any of the Premises Parking Garage, is materially impaired (and Landlord has not one undivided parcel of property; or (c) as a result of any taking, regardless of the amount so taken, the remainder of any of the Premises is rendered unsuitable for the continued operation of Tenant’s business as determined by made reasonably comparable parking available to Tenant in good faith and based on commercially reasonable standards and criteriaproximity to the Building), then in any such event, Tenant shall have the right, in addition to its rights under Article 24, option to terminate this Lease effective as of the date possession is required to be surrendered to the authority. Landlord shall give prompt notice to Tenant of any order for the taking entered by a court of competent jurisdiction, and the parties shall have thirty (30) days after delivery of Landlord’s notice to exercise the foregoing termination rights. If a party having the right to terminate this Lease under this Section 13.2 fails to give such notice of termination within such thirty (30) day period, such right shall be deemed waived and this Lease shall remain in full force and effect. Tenant shall not because of such taking assert any claim against Landlord or the authority for any compensation because of such taking and Landlord shall be entitled to the entire award or payment in connection therewith, except that Tenant shall have the right to file any separate claim available to Tenant for any taking of Tenant’s personal property and fixtures belonging to Tenant and removable by Tenant upon expiration of the Lease Term pursuant to the terms of this Lease, and for moving expenses, so long as such claims do not diminish the award available to Landlord, its ground lessor with respect to the Building or Project or its mortgagee, and such taken Premises, upon giving notice in writing claim is payable separately to Tenant. All Rent shall be apportioned as of the date of such election within sixty termination. If any part of the Premises is taken, and this Lease shall not be so terminated, (60a) days after receipt by Tenant from Landlord the Rent shall be abated in proportion to the ratio that the amount of written notice that said rentable square feet of the Premises have which has been so appropriated or taken (with or which is not usable for the understanding that such period Permitted Use, without taking extraordinary measures or incurring material expense, as a result of time may be extended as reasonably necessary for Tenant taking bears to assess the effect total rentable square feet of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheldas a result of the taking) provided Tenant shall continue to pay Annual Rent and other amounts accruing hereunder through the date of termination. In the event of such termination, upon Tenant’s payment to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunder, except as to obligations hereunder which survive the termination hereof and the Annual Rent shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give bears to the other party notice in writing thereof. If this Lease is not terminated, Tenant shall remain in that portion total rentable square feet of the Premises not so taken Premises, and Tenant, (b) Landlord at Tenant’s sole cost and its expense, shall restore the remaining portion remainder of the Premises as soon as possible to a complete unit of Base Building, the quality Premises, the Tenant Improvements, any Alterations, and character as existed prior to such taking. Landlord agrees to reimburse Tenant for the cost of restoration, but Common Areas in no event shall Landlord’s obligation to reimburse Tenant for the cost of restoring the remaining portion of the Premises exceed the amount of award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting in the need for restoration. So long as this Lease is not terminated in the manner provided above, there shall be an adjustment of the Annual Rent payable by Tenant hereunder for the Premises by reason of any partial taking as set forth in accordance with Section 15.05 13.5 below. Tenant hereby waives affirms that all condemnation proceeds applicable to the Base Building, Premises, Tenant Improvements, any statutory rights subsequent Alterations and Common Areas shall be the sole and exclusive property of termination which may arise by reason of any partial taking of any of the Premises under the power of eminent domainLandlord.

Partial Taking. In On a partial taking, this lease shall remain in full force and effect, covering the event remaining property, except that the net rent shall be reduced in the same ratio as the dollar amount of the award, excluding interest and severance damages, bears to the total fair market value of the Premises before the taking, as determined by the most recent appraisal made for the property. Both parties waive their rights to petition for termination of the lease under section 1265.130 of the California Code of Civil Procedure. Promptly after a partial taking, at Tenant’s expense and in the manner specified in provisions of this lease relating to maintenance, repairs, and alterations, Tenant shall repair, alter, modify, or reconstruct the improvements (ahereafter referred to as restoring) so as to make them reasonably suitable for Tenant’s continued occupancy for the uses and purposes for which the Premises are leased. If the reasonably estimated cost of the work represents more than twenty-five percent (25%) of the floor area of any then fair market value of the Premises is taken under leasehold improvements before the power of eminent domain; or (b) by reason of any appropriation or taking, regardless of Tenant may, in the amount so taken, the remainder of any of the Premises is not one undivided parcel of property; or (c) as manner provided for a result of any substantial taking, regardless of elect to treat the amount so takentaking as substantial. On a partial taking, the remainder of any of the Premises is rendered unsuitable all sums, including damages and interest, awarded for the continued operation of Tenant’s business as determined by Tenant in good faith and based on commercially reasonable standards and criteriafee title or the leasehold or both, Tenant shall have the right, in addition be deposited promptly with an escrow agent acceptable to its rights under Article 24, both parties (acceptance not to terminate this Lease with respect to such taken Premises, upon giving notice in writing of such election within sixty (60) days after receipt by Tenant from Landlord of written notice that said Premises have been so appropriated or taken (with the understanding that such period of time may be extended as reasonably necessary for Tenant to assess the effect of such partial taking on Tenant’s continued operation of its business at the Premises, subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld) provided Tenant and shall continue be distributed and disbursed in the following order to pay Annual Rent priority: First, to Landlord and other amounts accruing hereunder through Tenant, as herein provided, reimbursement of all costs and expenses of collection of the date award, including fees and expenses incurred in the condemnation proceeding. Second, to Tenant, reimbursement of terminationthe costs and expenses of restoration of the improvements, as such costs and expenses are reasonably incurred by Tenant, plus any amount awarded for detriment to business. In Third, to the event leasehold mortgagee, such sum as is necessary to reduce the principal amount of the lien of the leasehold mortgagee to not more than the appraised fair market value of the improvements (subject to the remaining term of this lease) upon completion of such terminationrestoration. Fourth, upon Tenant’s payment to Landlord of all rents and other amounts accruing hereunder through such date and in connection with such termination as set forth herein, both the remainder shall be divided between Landlord and Tenant shall thereupon be released from any liability thereafter accruing hereunderin the ratio, except as nearly as practicable, which (i) the then value of Landlord’s interest in the Premises including its interest under this lease as determined by appraisal as provided below bears to obligations hereunder which survive (ii) the termination hereof then value of Tenant’s interest in the improvements constructed on the Premises and under this lease for the Annual Rent remainder of the lease term determined by appraisal as provided below (provided that Tenant’s share thereof shall be adjusted as set forth in Section 15.05 below. Each Party agrees immediately after learning of any actual or contemplated appropriation or taking to give subject to the other party notice in writing thereof. If this Lease is not terminated, Tenant shall remain in that portion of the Premises not so taken and Tenant, at Tenant’s sole cost and expense, shall restore the remaining portion of the Premises as soon as possible to a complete unit of the quality and character as existed prior to such taking. Landlord agrees to reimburse Tenant for the cost of restoration, but in no event shall Landlord’s obligation to reimburse Tenant for the cost of restoring the remaining portion of the Premises exceed the amount of award of compensation that Landlord receives for a partial taking of that portion of the Premises resulting in the need for restoration. So long as this Lease is not terminated in the manner provided above, there shall be an adjustment of the Annual Rent payable by Tenant hereunder for the Premises by reason of any partial taking as set forth in Section 15.05 below. Tenant hereby waives any statutory rights of termination which may arise by reason of any partial taking of any of the Premises under the power of eminent domainall leasehold mortgagees).