Common use of Permitted Occupants Clause in Contracts

Permitted Occupants. Notwithstanding anything contained in this Section 23 to the contrary (except Section 23.E above), if (1) there is no Default hereunder and no monetary default on the part of Tenant then exists hereunder and (2) CBG (as defined in Section 41.A. hereof), remains in occupancy of at least seventy-five percent (75%) of the Premises, then CBG may, without Landlord’s prior written consent and without being subject to Landlord’s rights and Tenant’s obligations set forth in Sections 23.A., 23.C., 23.D.(1) and 23.D.(2) above, grant short-term occupancy rights to third parties (of no longer than twelve (12) months); provided, however, that (a) such portions of the Premises so affected shall not be separately demised or segregated from the Premises by the construction of a partition wall or entrances and shall not be greater than twenty-five percent (25%) of the Premises in the aggregate of all such occupancy rights, (b) such arrangements shall be with entities whose use shall be substantially similar and harmonious to the use of the Premises by CBG, (c) Tenant shall not charge a fee or rent to any such occupant in excess of the Rent payable by Tenant under this Lease for the same space, (d) any such permitted occupant shall agree to indemnify Landlord, Landlord’s management agent and any Mortgagees and to hold them harmless from and against all costs, damages, claims, liabilities and expenses, including, but not limited to, reasonable attorneys' fees, directly or indirectly, based on, arising out of or resulting from: (i) such permitted occupant’s use and occupancy of the Premises or the business conducted by such permitted occupant therein or such permitted occupant’s presence in the Premises, (ii) any act or omission of such permitted occupant or its employees, agents or contractors, (iii) any breach or default by such permitted occupant in the observance or performance of Tenant’s covenants and obligations under this Lease (other than Tenant’s obligations to pay Base Rent and Additional Rent hereunder), and (e) Tenant shall notify Landlord of such arrangement at least ten (10) business days prior to such arrangement(s) commencing.

Permitted Occupants. Notwithstanding anything contained in this Section 23 the above, Tenant shall have the right, without the consent of Landlord (but upon reasonable prior to the contrary (except Section 23.E abovenotice to Landlord), if (1) there is no Default hereunder and no monetary default on to permit the part of Tenant then exists hereunder and (2) CBG (as defined in Section 41.A. hereof), remains in use or occupancy of at least seventy-five percent (75%) of the Premises, then CBG may, without Landlord’s prior written consent and without being subject to Landlord’s rights and Tenant’s obligations set forth in Sections 23.A., 23.C., 23.D.(1) and 23.D.(2) above, grant short-term occupancy rights to third parties (of no longer than twelve (12) months); provided, however, that (a) such portions a portion of the Premises so affected shall that is not be separately demised or segregated from the Premises by the construction and consists of a partition wall or entrances and shall not be greater more than twenty-five percent (25%) 5,000 rentable square feet of the Premises in the aggregate by license for periods of less than one (1) year at a time, by persons who have an ongoing contractual or other business relationship with Tenant in connection with Tenant’s activities at the Premises such that such occupants have a reasonable need to work in proximity with Tenant (each, a “Permitted Occupant” and, collectively, the “Permitted Occupants”); provided that (a) the Permitted Occupants shall use the Premises in conformity with all such occupancy rights, applicable provisions of this Lease; (b) such arrangements occupancy shall be with entities whose use shall be substantially similar and harmonious to terminate automatically upon the use expiration or earlier termination of the Premises by CBG, this Lease; (c) Tenant shall not charge a fee remain fully liable for the acts or rent to any such occupant in excess omissions of the Rent payable by Permitted Occupants in the Premises and at the Property; (d) the occupancy arrangement is for a legitimate business objective of Tenant and is not primarily for the purpose of circumventing the restrictions on assignment and subletting contained herein; (e) all notices required of Landlord under this Lease for shall be forwarded only to Tenant in accordance with the same space, terms of this Lease and in no event shall Landlord be required to send any notices to any Permitted Occupants; (df) in no event shall any such permitted occupant shall agree to indemnify Landlord, Landlord’s management agent and use or occupancy of any Mortgagees and to hold them harmless from and against all costs, damages, claims, liabilities and expenses, including, but not limited to, reasonable attorneys' fees, directly or indirectly, based on, arising out of or resulting from: (i) such permitted occupant’s use and occupancy portion of the Premises by any Permitted Occupants release or relieve Tenant from any of its obligations under this Lease; (g) the business conducted by such permitted occupant therein Permitted Occupants and their employees, contractors and invitees visiting or such permitted occupant’s presence occupying space in the Premises, (ii) any act or omission of such permitted occupant or its employees, agents or contractors, (iii) any breach or default by such permitted occupant in the observance or performance Premises shall be deemed to be Tenant Parties for purposes of Tenant’s covenants indemnification obligations in Section 9.4; and obligations (h) in no event shall the occupancy of any portion of the Premises by Permitted Occupants be deemed to create a landlord/tenant relationship between Landlord and such Permitted Occupants or an interest in real property, and, in all instances, Tenant shall be considered the sole tenant under this Lease (other than Tenant’s obligations to pay Base Rent and Additional Rent hereunder), and (e) Tenant shall notify Landlord notwithstanding the occupancy of such arrangement at least ten (10) business days prior to such arrangement(s) commencingany portion of the Premises by the Permitted Occupants.

Permitted Occupants. 8.1 Notwithstanding anything contained in this Section 23 Article 7 of the Original Lease to the contrary contrary, Assignee may permit its clients, contractors, consultants, customers, auditors, strategic partners or other entities with whom Assignee has or is then establishing a bona fide business relationship (except Section 23.E above), if (1each a “Permitted Occupant”) there is no Default hereunder to occupy and no monetary default on the part of Tenant then exists hereunder and (2) CBG (as defined in Section 41.A. hereof), remains in occupancy of at least seventy-five percent (75%) use up to 20% of the Premises, then CBG may, Leased Premises without Landlord’s prior the written consent and without being of Landlord, subject to Landlord’s rights and Tenant’s obligations set forth in Sections 23.A., 23.C., 23.D.(1) and 23.D.(2) above, grant short-term occupancy rights to third parties (of no longer than twelve (12) months); provided, however, that the following conditions: (a) such portions the Permitted Occupant is of character, is engaged in a business, uses the Leased Premises in keeping with Assignee and the Permitted Use, (b) the use and occupancy by the Permitted Occupant is expressly subject to, and does not modify, the terms, covenants, conditions and obligations on Assignee’s part to be observed and performed under the Lease, as amended by this Consent and Amendment, (c) any violation of any provision of the Premises so affected Lease, as amended by this Consent and Amendment, by the Permitted Occupant shall be deemed to be a default by Assignee under such provision, (d) the space occupied by the Permitted Occupant shall not be separately demised or segregated by walls from the Leased Premises, (e) the Permitted Occupant shall have no recourse against Landlord whatsoever on account of any failure by Landlord to perform any of its obligations under the Lease or on account of any other matter, (f) all notices required of Landlord under the Lease shall be forwarded only to Assignee in accordance with the terms of the Lease and in no event shall Landlord be required to send any notices to any Permitted Occupant, (g) in no event shall any use or occupancy of any portion of the Leased Premises by any Permitted Occupant release or relieve Assignee from any of its obligations under the construction of a partition wall or entrances and shall not be greater than twenty-five percent (25%) of the Premises in the aggregate of all such occupancy rightsLease, (bh) each such arrangements Permitted Occupant shall be with entities whose use deemed an invitee of Assignee, and Assignee shall be substantially similar fully and harmonious to the use primarily liable for all acts and omissions of the Premises by CBG, (c) Tenant shall not charge a fee or rent to any such occupant in excess Permitted Occupant as fully and completely as if such Permitted Occupant was an employee of the Rent payable by Tenant under this Lease for the same space, (d) any such permitted occupant shall agree to indemnify Landlord, Landlord’s management agent and any Mortgagees and to hold them harmless from and against all costs, damages, claims, liabilities and expenses, including, but not limited to, reasonable attorneys' fees, directly or indirectly, based on, arising out of or resulting from: Assignee; (i) such permitted occupant’s use and in no event shall the occupancy of any portion of the Leased Premises by any Permitted Occupant be deemed to create a landlord/tenant relationship between Landlord and such Permitted Occupant or be deemed to vest in Permitted Occupant any right or interest in the Leased Premises or the business conducted Lease, and, in all instances, Assignee shall be considered the sole tenant under the Lease notwithstanding the occupancy of any portion of the Leased Premises by any Permitted Occupant; and (j) Assignee shall receive no rent, payment or other consideration in connection with such occupancy and use other than nominal rent payments, which in no event may be greater per rentable square foot occupied and used by such permitted occupant therein or such permitted occupant’s presence Permitted Occupant than the base rent and additional rent amounts (per rentable square foot in the Leased Premises, (ii) payable by Assignee under the Lease. No occupancy by a Permitted Occupant shall be considered an assignment or sublease for any act or omission purposes under Article 7 of such permitted occupant or its employees, agents or contractors, (iii) any breach or default by such permitted occupant in the observance or performance of Tenant’s covenants and obligations under this Lease (other than Tenant’s obligations to pay Base Rent and Additional Rent hereunder), and (e) Tenant shall notify Landlord of such arrangement at least ten (10) business days prior to such arrangement(s) commencing.the

Permitted Occupants. 8.1 Notwithstanding anything contained in this Section 23 Article 7 of the Original Lease to the contrary contrary, Assignee may permit its clients, contractors, consultants, customers, auditors, strategic partners or other entities with whom Assignee has or is then establishing a bona fide business relationship (except Section 23.E above), if (1each a “Permitted Occupant”) there is no Default hereunder to occupy and no monetary default on the part of Tenant then exists hereunder and (2) CBG (as defined in Section 41.A. hereof), remains in occupancy of at least seventy-five percent (75%) use up to 20% of the Premises, then CBG may, Leased Premises without Landlord’s prior the written consent and without being of Landlord, subject to Landlord’s rights and Tenant’s obligations set forth in Sections 23.A., 23.C., 23.D.(1) and 23.D.(2) above, grant short-term occupancy rights to third parties (of no longer than twelve (12) months); provided, however, that the following conditions: (a) such portions the Permitted Occupant is of character, is engaged in a business, uses the Leased Premises in keeping with Assignee and the Permitted Use, (b) the use and occupancy by the Permitted Occupant is expressly subject to, and does not modify, the terms, covenants, conditions and obligations on Assignee’s part to be observed and performed under the Lease, as amended by this Consent and Amendment, (c) any violation of any provision of the Premises so affected Lease, as amended by this Consent and Amendment, by the Permitted Occupant shall be deemed to be a default by Assignee under such provision, (d) the space occupied by the Permitted Occupant shall not be separately demised or segregated by walls from the Leased Premises, (e) the Permitted Occupant shall have no recourse against Landlord whatsoever on account of any failure by Landlord to perform any of its obligations under the Lease or on account of any other matter, (f) all notices required of Landlord under the Lease shall be forwarded only to Assignee in accordance with the terms of the Lease and in no event shall Landlord be required to send any notices to any Permitted Occupant, (g) in no event shall any use or occupancy of any portion of the Leased Premises by any Permitted Occupant release or relieve Assignee from any of its obligations under the construction of a partition wall or entrances and shall not be greater than twenty-five percent (25%) of the Premises in the aggregate of all such occupancy rightsLease, (bh) each such arrangements Permitted Occupant shall be with entities whose use deemed an invitee of Assignee, and Assignee shall be substantially similar fully and harmonious to the use primarily liable for all acts and omissions of the Premises by CBG, (c) Tenant shall not charge a fee or rent to any such occupant in excess Permitted Occupant as fully and completely as if such Permitted Occupant was an employee of the Rent payable by Tenant under this Lease for the same space, (d) any such permitted occupant shall agree to indemnify Landlord, Landlord’s management agent and any Mortgagees and to hold them harmless from and against all costs, damages, claims, liabilities and expenses, including, but not limited to, reasonable attorneys' fees, directly or indirectly, based on, arising out of or resulting from: Assignee; (i) such permitted occupant’s use and in no event shall the occupancy of any portion of the Leased Premises by any Permitted Occupant be deemed to create a landlord/tenant relationship between Landlord and such Permitted Occupant or be deemed to vest in Permitted Occupant any right or interest in the Leased Premises or the business conducted Lease, and, in all instances, Assignee shall be considered the sole tenant under the Lease notwithstanding the occupancy of any portion of the Leased Premises by any Permitted Occupant; and (j) Assignee shall receive no rent, payment or other consideration in connection with such occupancy and use other than nominal rent payments, which in no event may be greater per rentable square foot occupied and used by such permitted occupant therein or such permitted occupant’s presence Permitted Occupant than the base rent and additional rent amounts (per rentable square foot in the Leased Premises, (ii) payable by Assignee under the Lease. No occupancy by a Permitted Occupant shall be considered an assignment or sublease for any act or omission purposes under Article 7 of such permitted occupant or its employees, agents or contractors, (iii) any breach or default by such permitted occupant in the observance or performance of Tenant’s covenants and obligations under this Lease (other than Tenant’s obligations to pay Base Rent and Additional Rent hereunder), and (e) Tenant shall notify Landlord of such arrangement at least ten (10) business days prior to such arrangement(s) commencingOriginal Lease.

Permitted Occupants. Notwithstanding anything contained in any contrary provision of this Section 23 to Article 7, Tenant shall have the contrary (except Section 23.E above), if (1) there is no Default hereunder and no monetary default on the part of Tenant then exists hereunder and (2) CBG (as defined in Section 41.A. hereof), remains in occupancy of at least seventy-five percent (75%) of the Premises, then CBG mayright, without the receipt of Landlord’s prior written consent and without being subject payment to Landlord’s rights and Tenant’s obligations set forth in Sections 23.A., 23.C., 23.D.(1) and 23.D.(2) Landlord of any amounts under Paragraph 7.5 above, grant short-term to permit the occupancy rights of up to third parties ten thousand (10,000) rentable square feet of no longer space in the Leased Premises, in the aggregate, to any individual(s) or entity (collectively, “Permitted Occupants”) that has an ongoing business relationship with Tenant (other than twelve (12) monthsthe dual occupancy of the Leased Premises); provided, however, that (a) such which occupancy shall include the use of a corresponding interior support area and other portions of the Leased Premises so affected and Common Areas (including the parking facilities and the Cafe & Fitness Center) which shall be common to Tenant and the Permitted Occupants, on and subject to the following conditions: (i) each Permitted Occupant shall be of a character and reputation consistent with the quality of the Building and the Project; (ii) no Permitted Occupant shall occupy a separately demised portion of the Leased Premises or which contains an entrance to such portion of the Leased Premises other than the primary entrance to the Leased Premises; (iii) such occupancy shall not be separately demised a subterfuge by Tenant to avoid its obligations under this Lease or segregated from the Premises by the construction restrictions on Transfers or allocation of a partition wall or entrances and shall not be greater than twenty-five percent excess Base Monthly Rent pursuant to this Article 7; (25%) of the Premises in the aggregate of all such occupancy rights, (b) such arrangements shall be with entities whose use shall be substantially similar and harmonious to the use of the Premises by CBG, (civ) Tenant shall not charge permit such use by any entity or organization in a fee or rent to manner such that the density of use of any such occupant in excess portion of the Rent payable by Tenant under this Lease for Leased Premises would materially and adversely increase the same spacestrain on the Building Systems beyond the manufacturer’s recommended specifications therefor or would violate any Laws, (d) any such permitted occupant shall agree to indemnify Landlord, Landlord’s management agent and any Mortgagees and to hold them harmless from and against all costs, damages, claims, liabilities and expenses, including, including but not limited to, reasonable attorneys' fees, directly or indirectly, based on, arising out of or resulting from: to fire codes; and (iv) such permitted occupant’s the Permitted Occupants shall obtain all permits and licenses required by Laws for occupying and use and occupancy of the Premises or the business conducted by such permitted occupant therein or such permitted occupant’s presence in the Leased Premises, if such permits and licenses are Building C needed in addition to those held by Tenant; (iivi) the Permitted Occupants shall be subject to and subordinate to all of the terms and provisions of this Lease; and (vii) no such occupancy shall relieve Tenant from any act or omission of such permitted occupant or its employees, agents or contractors, (iii) any breach or default by such permitted occupant in the observance or performance of Tenant’s covenants and obligations liability under this Lease (other than Tenant’s obligations Lease. Each Permitted Occupant shall be deemed to pay Base Rent and Additional Rent hereunder), and (e) be a Tenant Party. Tenant shall notify promptly supply Landlord with any documents or information reasonably requested by Landlord regarding the identity of any such arrangement at least ten (10) business days prior to Permitted Occupants. Any occupancy permitted under this Paragraph 7.9 shall not be deemed a transfer under this Article 7. Notwithstanding the foregoing, no such arrangement(s) commencingoccupancy shall relieve Tenant from any liability under this Lease.

Permitted Occupants. Notwithstanding anything any other provision contained in the Lease, Tenant shall have the right, without Landlord’s consent, but subject to compliance with the terms of this Section 23 13.10, to permit up to twenty-five (25%) percent of the contrary Premises to be occupied on a temporary basis, at any time and from time to time, by clients, independent contractors or other persons with a significant, ongoing business relationship with Tenant (except such persons or entities who shall be permitted to occupy portions of the Premises pursuant to this Section 23.E abovebeing hereinafter referred to as “Permitted Occupant”, or collectively as the “Permitted Occupants”), if provided that (1i) there is shall be no Default hereunder and separate identification of any Permitted Occupants in the lobby of the Building, (ii) the Permitted Occupants shall use the Premises in conformity with all of the applicable provisions of the Lease, (iii) no monetary default on demising walls shall be erected in the part of Tenant then exists hereunder and (2) CBG (as defined in Section 41.A. hereof), remains in occupancy of at least seventy-five percent (75%) Premises separating the space used by a Permitted Occupant from the remainder of the Premises, then CBG may, without Landlord’s prior written consent and without being subject to Landlord’s rights and Tenant’s obligations set forth (vi) in Sections 23.A., 23.C., 23.D.(1) and 23.D.(2) above, grant short-term occupancy rights to third parties (of no longer than twelve (12) months); provided, however, that (a) such portions of the Premises so affected event shall not be separately demised or segregated from the Premises by the construction of a partition wall or entrances and shall not be greater than twenty-five percent (25%) of the Premises in the aggregate of all such occupancy rights, (b) such arrangements shall be with entities whose use shall be substantially similar and harmonious to the use of any portion of the Premises by CBGany Permitted Occupant create or be deemed to create any right, (c) Tenant shall not charge a fee title or rent to any such occupant in excess interest of the Rent payable by Tenant under this Lease for the same space, (d) any such permitted occupant shall agree Permitted Occupant in or to indemnify Landlord, Landlord’s management agent and any Mortgagees and to hold them harmless from and against all costs, damages, claims, liabilities and expenses, including, but not limited to, reasonable attorneys' fees, directly or indirectly, based on, arising out of or resulting from: (i) such permitted occupant’s use and occupancy of the Premises or the business conducted by such permitted occupant therein or such permitted occupant’s presence in the Premises, (iivii) any act or omission such arrangement will terminate automatically upon the termination of such permitted occupant or its employees, agents or contractorsthis Lease, (iiiviii) the license or occupancy agreement is subject and subordinate to this Lease and all matters to which this Lease is subject and subordinate and (ix) such arrangement is for a valid business purpose and not to avoid any breach or default by such permitted occupant in the observance or performance of Tenant’s covenants and obligations under this Lease (other than Tenant’s obligations to pay Base Rent and Additional Rent hereunderLease. The provisions of Sections 13.1(a), 13.2, 13.3 and (e) Tenant 13.7 above shall notify Landlord of such arrangement at least ten (10) business days prior not apply to such arrangement(s) commencing.transactions pursuant to this Section 13.11. ARTICLE 14

Permitted Occupants. Notwithstanding anything contained in this Section 23 to the contrary (except Section 23.E above), if (1) there is if no Default hereunder and no monetary default on the part of Tenant then exists hereunder and (2) CBG (as defined in the amount of space utilized for short-term occupancy rights pursuant to this Section 41.A. hereof), remains in occupancy of at least seventy-five 23.G shall not exceed twenty percent (7520%) of the total number of rentable square feet of area comprising the Premises, then CBG Novavax, Inc., a Delaware corporation, or its Affiliate (collectively, “Novavax”) may, without Landlord’s prior written consent and without being subject to Landlord’s rights and Tenant’s obligations set forth in Sections 23.A., 23.C., 23.D.(1) and 23.D.(2) above, sublease or license one or more individual offices (and the use of areas ancillary thereto) in the Premises, or to grant short-term occupancy rights to third parties or Affiliates (of no longer than twelve (12) months“Permitted Occupants”); provided, however, that (a) such portions of the Premises so affected shall not be separately demised or segregated from the Premises by the construction of a partition wall or entrances and shall not be greater than twenty-five percent (25%) of the Premises in the aggregate of all such occupancy rightsentrances, (b) such arrangements shall be with entities whose use shall be substantially similar having a business or affiliate relationship with Novavax, and harmonious to the use of the Premises by CBG, (c) Tenant shall not charge a fee or rent to any such occupant in excess of the Rent payable by Tenant under this Lease for the same space, (d) any such permitted occupant Permitted Occupant shall agree to indemnify Landlord, Landlord’s management agent and any Mortgagees and to hold them harmless from and against all costs, damages, claims, liabilities and expenses, including, but not limited to, reasonable attorneys' ’ fees, directly or indirectly, based on, arising out of or resulting from: (i) such permitted occupantPermitted Occupant’s use and occupancy of the Premises or the business conducted by such permitted occupant Permitted Occupant therein or such permitted occupantPermitted Occupant’s presence in the Premises, (ii) any act or omission of such permitted occupant Permitted Occupant or its employees, agents or contractors, (iii) any breach or default by such permitted occupant Permitted Occupant in the observance or performance of Tenant’s covenants and obligations under this Lease (other than Tenant’s obligations to pay Base Rent and Additional Rent hereunder), and (eiv) Tenant Novavax shall notify Landlord of such arrangement at least ten (10) business days prior to such arrangement(s) commencing.

Permitted Occupants. Notwithstanding Supplementing the provisions of this Article 11 and notwithstanding anything contained in this Section 23 herein to the contrary (except Section 23.E above)contrary, if (1) there is no Default hereunder and no monetary default on Tenant shall have the part right from time to time, without prior consent of Tenant then exists hereunder and (2) CBG (as defined in Section 41.A. hereof), remains in Owner to permit undivided occupancy of at least seventy-five various portions of the Demised Premises (meaning no separate entrance to such portions of the Demised Premises) not to exceed an aggregate of ten percent (7510%) of the Premises, then CBG may, without Landlord’s prior written consent and without being subject to Landlord’s rights and Tenant’s obligations set forth in Sections 23.A., 23.C., 23.D.(1) and 23.D.(2) above, grant short-term occupancy rights to third parties (of no longer than twelve (12) months); provided, however, that (a) such portions rentable square feet of the Demised Premises so affected shall not be separately demised or segregated from at any one time during the Premises Demised Term by the construction of a partition wall or entrances and shall not be greater than twentypersons with whom Tenant has an on-five percent going professional relationship (25%) ie: so-called “friends of the Premises firm”), provided that such persons are not a tenant, subtenant or occupant of any space in the aggregate of all Building nor a party with whom Owner is then negotiating or discussing to lease space in the Building (any such persons referred to individually and collectively as “Permitted Occupants”), and provided further that no rent or use fee shall be paid with respect to such occupancy rights, (b) such arrangements shall be with entities whose use shall be substantially similar and harmonious to the use of the Premises by CBG, (c) Tenant shall not charge a fee or rent to any such occupant in excess of the Rent payable rental paid by Tenant under to Owner on account of such space. The occupancy by any Permitted Occupant shall be conditioned upon the agreement that (x) such arrangement will terminate automatically upon the termination of this Lease for the same space, and (dy) no such use or occupancy by any such permitted occupant persons shall agree operate to indemnify Landlordgive any such persons any right or interest in this Lease or the Demised Premises other than the right to occupy such portion of the Demised Premises during the Demised Term, Landlord’s management agent and any Mortgagees and to hold them harmless from and against all costs, damages, claims, liabilities and expenses, including, but not limited to, reasonable attorneys' fees, directly or indirectly, based on, arising out of or resulting from: (iz) such permitted occupant’s use or occupancy shall be subject and occupancy subordinate to all of the Premises or the business conducted by such permitted occupant therein or such permitted occupant’s presence in the Premisesterms, (ii) any act or omission of such permitted occupant or its employees, agents or contractors, (iii) any breach or default by such permitted occupant in the observance or performance of Tenant’s covenants and obligations under condition of this Lease (other than Tenant’s obligations collectively, the “Permitted Occupancy Requirements”). Tenant shall deliver to pay Base Rent Owner a notice prior to any such occupancy advising Owner of the name of any such Permitted Occupant and Additional Rent hereunder)the character and nature of the business to be conducted by the Permitted Occupant in the Demised Premises and the expected duration of the same, and (e) Tenant attaching a copy of an executed license or use agreement with the Permitted Occupant with respect to the Demised Premises, which license or use agreement shall notify Landlord explicitly state such Permitted Occupant’s acknowledgment of such arrangement at least ten (10) business days prior to such arrangement(s) commencing.the Permitted Occupancy Requirements. 

Permitted Occupants. 10.10.1 Notwithstanding anything contained in this Section 23 10 to the contrary contrary, Tenant may permit its subsidiaries, Affiliates, clients, contractors, customers, auditors, strategic partners or other entities under common ownership (except Section 23.E above), if total or partial) with Tenant or with whom Tenant has or is then establishing a bona fide business relationship (1each a “Permitted Occupant”) there is no Default hereunder to occupy and no monetary default on the part of Tenant then exists hereunder and (2) CBG (as defined in Section 41.A. hereof), remains in occupancy of at least seventy-five percent (75%) use up to 20% of the Premises, then CBG mayin the aggregate, without Landlord’s prior the written consent and without being of Landlord, subject to Landlord’s rights and Tenant’s obligations set forth in Sections 23.A., 23.C., 23.D.(1) and 23.D.(2) above, grant short-term occupancy rights to third parties (of no longer than twelve (12) months); provided, however, that the following conditions: (a) such portions the Permitted Occupant is of the Premises so affected shall not be separately demised or segregated from the Premises by the construction of character, is engaged in a partition wall or entrances and shall not be greater than twenty-five percent (25%) of business, uses the Premises in keeping with Tenant and the aggregate of all such occupancy rightsPermitted Use, (b) such arrangements shall be with entities whose use shall be substantially similar and harmonious to the use of the Premises by CBGthe Permitted Occupant may not violate any other agreements affecting the Premises, the Building, the Project, the related complex, Landlord or other tenants of the related complex, (c) Tenant shall not charge a fee or rent to any such occupant in excess of the Rent payable by Tenant under this Lease for the same space, (d) any such permitted occupant shall agree to indemnify Landlord, Landlord’s management agent and any Mortgagees and to hold them harmless from and against all costs, damages, claims, liabilities and expenses, including, but not limited to, reasonable attorneys' fees, directly or indirectly, based on, arising out of or resulting from: (i) such permitted occupant’s use and occupancy by the Permitted Occupant is otherwise expressly subject to, and the Permitted Occupant must comply with, all of the Premises or the business conducted by such permitted occupant therein or such permitted occupant’s presence in the Premisesterms, (ii) any act or omission of such permitted occupant or its employeescovenants, agents or contractors, (iii) any breach or default by such permitted occupant in the observance or performance of conditions and obligations on Tenant’s covenants part to be observed and obligations performed under this Lease (other than Tenant’s obligations obligation to pay Base Basic Rent or Additional Rent under this Lease), including the requirement to obtain insurance in the requisite amounts and to indemnify, defend and hold Landlord harmless for any Loss (defined below) or other liabilities resulting from the use and operations contemplated by this Section 10.10, (d) any violation of any provision of this Lease by the Permitted Occupant shall be deemed to be a default by Tenant under such provision, (e) the space occupied by the Permitted Occupant shall not be separately demised from the Premises, (f) the Permitted Occupant shall have no recourse against Landlord whatsoever on account of any failure by Landlord to perform any of its obligations under this Lease or on account of any other matter, (g) all notices required of Landlord under this Lease shall be forwarded only to Tenant in accordance with the terms of this Lease and in no event shall Landlord be required to send any notices to any Permitted Occupant, (h) in no event shall any use or occupancy of any portion of the Premises by any Permitted Occupant release or relieve Tenant from any of its obligations under this Lease, (i) each such Permitted Occupant shall be deemed an invitee of Tenant, and Tenant shall be fully and primarily liable for all acts and omissions of such Permitted Occupant as fully and completely as if such Permitted Occupant was an employee of Tenant; (j) in no event shall the occupancy of any portion of the Premises by any Permitted Occupant be deemed to create a landlord/tenant relationship between Landlord and such Permitted Occupant or be deemed to vest in Permitted Occupant any right or interest in the Premises or this Lease, and, in all instances, Tenant shall be considered the sole tenant under the Lease notwithstanding the occupancy of any portion of the Premises by any Permitted Occupant; and (k) Tenant shall receive no rent, payment or other consideration in connection with such occupancy and use other than nominal rent payments, which in no event may be greater per rentable square foot occupied and used by such Permitted Occupant than the Basic Rent and Additional Rent amounts (per rentable square foot in the Premises) payable by Tenant hereunder), and (e) Tenant shall notify Landlord of such arrangement at least ten (10) business days prior to such arrangement(s) commencing.

Permitted Occupants. Notwithstanding anything to the contrary contained in this Article 14, Tenant shall have the right, without being subject to Landlord’s prior consent, or Landlord’s right to receive a Transfer Premium pursuant to Section 23 14.3 above, to the contrary (except Section 23.E above)sublease, if (1) there is no Default hereunder and no monetary default on the part license or let or otherwise permit occupancy of, up to an aggregate of Tenant then exists hereunder and (2) CBG (as defined in Section 41.A. hereof), remains in occupancy of at least seventy-five [***] percent (75[***]%) of the Premises, then CBG mayto any individuals or entities (each a “Permitted Occupant”) which sublease, without Landlord’s prior written consent license or occupancy agreement, as the case may be, to a Permitted Occupant shall be on and without being subject to Landlord’s rights and Tenant’s obligations set forth in Sections 23.A., 23.C., 23.D.(1) and 23.D.(2) above, grant short-term occupancy rights to third parties (of no longer than twelve (12) months); provided, however, that (a) such portions all of the Premises so affected following conditions: (i) Tenant shall not either have a business relationship (relating to the primary business of Tenant conducted in the Premises) with each such Business Affiliate or Tenant shall have at least a twenty percent (20%) voting or equity interest in such Business Affiliate; (ii) all such Permitted Occupants shall be separately demised or segregated from the Premises by the construction of a partition wall or entrances character and reputation consistent with the quality of the Building and Project as a first-class multi-tenant creative office building project; (iii) all such Permitted Occupants shall not be greater than twenty-five percent (25%) of use the Premises in conformity with the aggregate all applicable provisions of this Lease; (iv) no such Permitted Occupant shall be a governmental agency or instrumentality thereof described in Section 14.2.3 above which would permit Landlord to refuse consent to Tenant’s proposed sublease, license or occupancy agreement pursuant to Section 14.2.3 if such sublease, license or occupancy agreement did not otherwise qualify under this Section 14.9; (v) such sublease, license or occupancy agreement is not a subterfuge by Tenant to avoid its obligations under this Article 14; (vi) there shall be no separate demising walls or entrances to the space which is the subject of such sublease, license or occupancy agreement; (vii) each such sublease, license and occupancy agreement shall be subject to and subordinate to all such occupancy rightsof the terms and provisions of this Lease, (bviii) Tenant shall, upon request from Landlord, promptly supply Landlord with the name of any such arrangements shall be with entities whose use shall be substantially similar and harmonious to the use of Permitted Occupant who uses the Premises for more than a one (1) month period on a consecutive basis (including, without limitation, any individual names in connection therewith) and any documents or information reasonably requested by CBG, Landlord regarding any such Permitted Occupant and (cviii) Tenant shall not charge operate or permit to be operated from the Premises a fee so-called “co-working” business or rent other flexible workplace center for purposes of providing office suites and shared office workplaces to members or third-parties. No such sublease, license or occupancy agreement, as the case may be, shall relieve Tenant from any such occupant in excess of the Rent payable by Tenant liability under this Lease for the same space, (d) any such permitted occupant Lease. The rights set forth in this Section 14.9 shall agree be personal to indemnify Landlord, Landlord’s management agent Original Tenant and any Mortgagees and to hold them harmless from and against all costs, damages, claims, liabilities and expenses, including, but not limited to, reasonable attorneys' fees, directly or indirectly, based on, arising out of or resulting from: (i) such permitted occupant’s use and occupancy of the Premises or the business conducted by such permitted occupant therein or such permitted occupant’s presence in the Premises, (ii) any act or omission of such permitted occupant or its employees, agents or contractors, (iii) any breach or default by such permitted occupant in the observance or performance of Tenant’s covenants and obligations under this Lease (other than Tenant’s obligations to pay Base Rent and Additional Rent hereunder)Permitted Transferee Assignee, and (e) Tenant shall notify Landlord of such arrangement at least ten (10) business days prior may not be assigned to such arrangement(s) commencingor utilized by any assignee, sublessee, transferee or any other party.

Permitted Occupants. Notwithstanding anything contained in this Section 23 to the contrary contained in the Third Amendment and/or it the Lease, Landlord and Tenant agree that in the following Section 12.07 shall be added to Article 12: Without limiting the foregoing and notwithstanding any provision of Article 12, Tenant shall have the right without being subject to any of the provisions of Article 12, including but not limited to (except Section 23.E above)i) the receipt of Landlord’s consent, if approval and/or the like, or (1ii) there is no Default hereunder Landlord having any Excess Rents, to permit the occupancy and no monetary default on use of one or more portions of the part Premises by any individuals or entities who are independent contractors of Tenant then exists hereunder or of an affiliate or subsidiary of Tenant, vendors of Tenant or of a Related Party Transferee of Tenant, and/or professional advisors to Tenant or of a Related Party Transferee of Tenant, any of which whom, or who, are in support of Tenant’s business in the Premises (each a “Permitted Occupant” and collectively “Permitted Occupants” and each such occupancy and use “Permitted Occupancy” and collectively “Permitted Occupancies”) on and subject to the following conditions: (i) such individuals or entities shall not be permitted to occupy a separately demised portion of the Premises (which is a newly separated and newly demised portion of the Premises after the Effective Date); and (2ii) CBG such occupancy shall not be a subterfuge by Tenant to avoid its obligations under this Article 12; and (iii) Tenant shall not charge to and/or collect from such Permitted Occupants as defined to such Permitted Occupancies, any rents and/or the like; and (iv) each Permitted Occupant's conduct in, on or about the Premises is subject to the provisions of this Lease regarding such conduct, and (v) such Permitted Occupants shall have no interest in Section 41.A. hereof)the Lease other than the right of occupancy, remains in occupancy of at least seventy-five and (vi) Permitted Occupants that are entities shall not occupy more than fifteen percent (7515%) of the PremisesRSF of the Premises at any given time during the Term, then CBG may, without Landlord’s prior written consent and without being subject to Landlord’s rights and (vii) each Permitted Occupant shall be covered by the Tenant’s obligations set forth in Sections 23.A.insurance that Tenant is required to carry under the Lease, 23.C., 23.D.(1and (viii) and 23.D.(2) above, grant short-term occupancy rights to third parties (of no such Permitted Occupancy by a Permitted Occupant that is an entity shall be for longer than twelve (12) months); provided, howeverwithout Landlord’s prior written consent, that (a) such portions of the Premises so affected which consent shall not be separately demised unreasonably withheld, conditioned or segregated delayed. Tenant shall promptly provide such information as reasonably requested by Landlord from time to time concerning any Permitted Occupants. Provided the Premises foregoing conditions are satisfied, any such occupancy and use by the construction of a partition wall Permitted Occupant permitted by this Section 12.07 (i) shall not be deemed to be an assignment, sublease or entrances Transfer under this Article 12, and shall not be greater than twenty-five percent (25%) deemed to violate the provisions of Article 12. Notwithstanding any arrangement with Permitted Occupants under this paragraph, the Premises in the aggregate liability of all such occupancy rightsTenant to Landlord shall remain direct and primary, (b) such arrangements shall be with entities whose use shall be substantially similar and harmonious to the use of the Premises by CBG, (c) Tenant shall not charge a fee or rent remain liable to any such occupant in excess of the Rent payable by Tenant under this Lease Landlord vicariously for the same spaceacts, (d) omissions and negligence of any such permitted occupant shall agree to indemnify Landlord, Landlord’s management agent and any Mortgagees and to hold them harmless from and against all costs, damages, claims, liabilities and expenses, including, but not limited to, reasonable attorneys' fees, directly or indirectly, based on, arising out of or resulting from: (i) such permitted occupant’s use and occupancy of the Premises or the business conducted by such permitted occupant therein or such permitted occupant’s presence in the Premises, (ii) any act or omission of such permitted occupant or its employees, agents or contractors, (iii) any breach or default by such permitted occupant in the observance or performance of Tenant’s covenants and obligations under this Lease (other than Tenant’s obligations to pay Base Rent and Additional Rent hereunder), and (e) Tenant shall notify Landlord of such arrangement at least ten (10) business days prior to such arrangement(s) commencingPermitted Occupant.

Permitted Occupants. Notwithstanding anything contained in this Section 23 the Lease to the contrary contrary, the prior consent of Landlord shall not be required, and the provisions of Sections 11.01 and 11.08 of the Lease shall not apply with respect to, occupancy arrangements with employees of clients and vendors of Tenant, consultants, advisors and other third parties with whom Tenant or its Affiliate has an independent business relationship (except Section 23.E above)collectively, if (1“Permitted Occupants”) there is no Default hereunder for the use and no monetary default on the part of Tenant then exists hereunder and (2) CBG (as defined in Section 41.A. hereof), remains in occupancy of at least seventy-five space within the Demised Premises, provided that (i) Tenant does not separately demise such space and the Permitted Occupants utilize, in common with Tenant, common entryways to the Demised Premises as well as shared central services, such as reception, photocopying and the like; (ii) the Permitted Occupants shall occupy, in the aggregate, not more than fifteen percent (7515%) of the rentable area of the Demised Premises; (iii) the Permitted Occupants occupy space in the Demised Premises for the Permitted Use and for no other purpose; and (iv) if requested by Landlord, Tenant notifies Landlord, in writing, of the identity of any such Permitted Occupants prior to occupancy of the Demised Premises by such Permitted Occupants. If any Permitted Occupants occupy any portion of the Demised Premises, then CBG may(A) the Permitted Occupants shall comply with all provisions of this Lease, without Landlord’s prior written consent and without being subject a default by any Permitted Occupant shall be deemed a default by Tenant under this Lease; (B) all notices required to Landlord’s rights be provided by Landlord under this Lease shall be forwarded only to Tenant in accordance with the terms of this Lease and in no event shall Landlord be required to send any notices to any Permitted Occupants; (C) in no event shall any use or occupancy of any portion of the Demised Premises by any Permitted Occupant release or relieve Tenant from any of its obligations under this Lease; (D) the Permitted Occupants shall be deemed to be invitees of Tenant for purposes of Tenant’s indemnification obligations set forth in Sections 23.A., 23.C., 23.D.(1this Lease; and (E) and 23.D.(2) above, grant short-term in no event shall the occupancy rights to third parties (of no longer than twelve (12) months); provided, however, that (a) such portions any portion of the Demised Premises so affected by Permitted Occupants be deemed to create a landlord/tenant relationship between Landlord and such Permitted Occupants, and, in all instances, Tenant shall not be separately demised or segregated from considered the sole tenant under this Lease notwithstanding the occupancy of any portion of the Demised Premises by the construction Permitted Occupants. For sake of a partition wall or entrances and clarity, the Permitted Occupants shall not be greater than twenty-five percent (25%) count towards the number of the Premises subtenants Tenant is permitted to have in the aggregate of all such occupancy rights, (b) such arrangements shall be with entities whose use shall be substantially similar and harmonious to the use of the Premises by CBG, (c) Tenant shall not charge a fee or rent to any such occupant in excess of the Rent payable by Tenant under this Lease for the same space, (d) any such permitted occupant shall agree to indemnify Landlord, Landlord’s management agent and any Mortgagees and to hold them harmless from and against all costs, damages, claims, liabilities and expenses, including, but not limited to, reasonable attorneys' fees, directly or indirectly, based on, arising out of or resulting from: (i) such permitted occupant’s use and occupancy of the Premises or the business conducted by such permitted occupant therein or such permitted occupant’s presence in the Demised Premises, (ii) any act or omission of such permitted occupant or its employees, agents or contractors, (iii) any breach or default by such permitted occupant in the observance or performance of Tenant’s covenants and obligations under this Lease (other than Tenant’s obligations to pay Base Rent and Additional Rent hereunder), and (e) Tenant shall notify Landlord of such arrangement at least ten (10) business days prior to such arrangement(s) commencing.

Permitted Occupants. Notwithstanding anything contained in any contrary provision of this Section 23 Lease, Landlord hereby acknowledges and agrees that Tenant may, subject to the contrary (except Section 23.E above)applicable terms and conditions of this Lease, if permit up to one (1) there is no Default hereunder full floor of the Premises (the “Permitted Occupant Space”) to be occupied and no monetary default on utilized for general office, from time to time throughout the part of Tenant then exists hereunder and Term, by other third parties who have a business relationship with Landlord (2the “Permitted Occupants”) CBG without Landlord’s consent (as defined in Section 41.A. hereof), remains in occupancy of but upon at least seventy-five percent (75%5) business days prior written notice); provided however, (a) in no event shall any such Permitted Occupants occupy a separately demised portion of the Premises, then CBG may, without Landlord’s prior written consent and without being subject to Landlord’s rights and Tenant’s obligations set forth in Sections 23.A., 23.C., 23.D.(1) and 23.D.(2) above, grant short-term occupancy rights to third parties ; (of no longer than twelve (12) months); provided, however, that (ab) such portions Permitted Occupants shall be of a character and reputation consistent with the first-class quality of the Premises so affected Building; (c) in no event shall such Permitted Occupants be permitted to occupy the Permitted Occupant Space for a period in excess of six (6) continuous months, and (d) such occupancy shall not be separately demised a subterfuge by Tenant to avoid its obligations under this Lease, or segregated from the Premises restrictions on Transfers pursuant to Article 13 of this Lease. Tenant shall promptly supply Landlord with the name of any such Permitted Occupants and any documents or information reasonably requested by Landlord regarding any such Permitted Occupants and/or their occupancy of the construction Permitted Occupant Space (or any portion of the Premises), provided that, in no event shall Tenant be obligated to provide to Landlord any confidential contractual information regarding such Permitted Occupants (including, if applicable, a partition wall or entrances and Permitted Occupant’s company name). The occupancy of the Permitted Occupant Space by any Permitted Occupants permitted under this Section 13.13 shall not be greater than twenty-five percent deemed a Transfer under Article 13 of this Lease; provided however, if at any time during the Term, Tenant has provided in excess of one (25%1) full floor of the Premises in the aggregate of all for occupancy to the Permitted Occupants, then any such occupancy rights, (b) by any such arrangements Permitted Occupants shall be with entities whose use deemed a Transfer hereunder and shall be substantially similar and harmonious subject to the use terms and conditions of Article 13 of this Lease. Notwithstanding the Premises foregoing, no such occupancy by CBG, (c) Tenant shall not charge a fee or rent to any such occupant in excess of the Rent payable by Permitted Occupants shall relieve Tenant from any liability under this Lease for Lease, and Tenant hereby agrees to indemnify, defend, protect and hold harmless the same spaceLandlord from any and all loss, cost, damage, expense and liability (d) any such permitted occupant shall agree to indemnify Landlord, Landlord’s management agent including without limitation court costs and any Mortgagees and to hold them harmless from and against all costs, damages, claims, liabilities and expenses, including, but not limited to, reasonable attorneys' ’ fees, directly or indirectly, based on, arising out of or resulting from: (i) incurred in connection with such permitted occupant’s use and Permitted Occupants and/or the occupancy of the Premises Permitted Occupant Space or the business conducted by such permitted occupant therein or such permitted occupant’s presence in any other portion of the Premises, (ii) any act or omission of such permitted occupant or its employees, agents or contractors, (iii) any breach or default by such permitted occupant in the observance or performance of Tenant’s covenants and obligations under this Lease (other than Tenant’s obligations to pay Base Rent and Additional Rent hereunder), and (e) Tenant shall notify Landlord of such arrangement at least ten (10) business days prior to such arrangement(s) commencing.

Permitted Occupants. Notwithstanding anything contained in any contrary provision of this Section 23 to Article 7, Tenant shall have the contrary (except Section 23.E above), if (1) there is no Default hereunder and no monetary default on the part of Tenant then exists hereunder and (2) CBG (as defined in Section 41.A. hereof), remains in occupancy of at least seventy-five percent (75%) of the Premises, then CBG mayright, without the receipt of Landlord’s prior written consent and without being subject payment to Landlord’s rights and Tenant’s obligations set forth in Sections 23.A., 23.C., 23.D.(1) and 23.D.(2) Landlord of any 110015197v.8 amounts under Paragraph 7.5 above, grant short-term to permit the use, sharing and/or separate occupancy rights of up to third parties twenty five thousand (25,000) rentable square feet of no longer than twelve space in the Leased Premises, in the aggregate, to any individual or entity (12collectively, “Permitted Occupants”) months); provided, however, that (a) such portions has an ongoing business relationship with Tenant (other than the dual occupancy of the Premises so affected shall not be separately demised or segregated from the Premises by the construction of a partition wall or entrances and shall not be greater than twenty-five percent (25%) of the Premises in the aggregate of all such occupancy rightsLeased Premises), (b) such arrangements shall be with entities whose use shall be substantially similar and harmonious to the use of the Premises by CBGperforms services for Tenant as subcontractors under Tenant’s contracts, (c) is employed by persons or entities for whom Tenant shall not charge is performing services on a fee contractual basis, or rent to any such occupant in excess of the Rent payable by Tenant under this Lease for the same space, (d) any such permitted occupant is employed by persons or entities with whom Tenant is engaged in a joint venture or joint teaming effort, which use or occupancy shall agree include the use of a corresponding interior support area and other portions of the Leased Premises, on and subject to indemnify Landlord, Landlord’s management agent and any Mortgagees and to hold them harmless from and against all costs, damages, claims, liabilities and expenses, including, but not limited to, reasonable attorneys' fees, directly or indirectly, based on, arising out of or resulting fromthe following conditions: (i) each Permitted Occupant shall be of a character and reputation consistent with the quality of the Building; (ii) such permitted occupant’s use and use, sharing and/or occupancy of the Leased Premises or the business conducted shall not be a subterfuge by such permitted occupant therein or such permitted occupant’s presence in the Premises, (ii) any act or omission of such permitted occupant or Tenant to avoid its employees, agents or contractors, (iii) any breach or default by such permitted occupant in the observance or performance of Tenant’s covenants and obligations under this Lease or the restrictions on assignments and subletting or allocation of excess Base Monthly Rent pursuant to this Article 7; (other than Tenant’s obligations to pay Base Rent and Additional Rent hereunder), and (eiii) Tenant shall notify not permit such use by any entity or organization in a manner such that the density of use of any portion of the Leased Premises would materially and adversely increase the strain on the Building Systems beyond the manufacturer’s recommended specifications therefor or would violate any Laws, including but not limited to fire codes; (iv) the Permitted Occupants shall obtain all permits and licenses required by Laws for occupying and use of the Leased Premises, if such permits and licenses are needed in addition to those held by Tenant; (v) the Permitted Occupants shall be subject to and subordinate to and shall comply with all of the terms and provisions of this Lease, and any default by a Permitted Occupant shall also constitute a default by Tenant; (vi) no such use, sharing and/or occupancy shall relieve Tenant from any liability under this Lease; and (vii) all of Tenant’s indemnification, hold harmless, and defense obligations in this Lease shall also apply to any acts or omissions by, or claims made by or against, any Permitted Occupants. Tenant shall promptly supply Landlord with any documents or information reasonably requested by Landlord regarding the identity of any such arrangement at least ten (10) business days prior to Permitted Occupants. Any occupancy permitted under this Paragraph 7.9 shall not be deemed a transfer under this Article 7. Notwithstanding the foregoing, no such arrangement(s) commencingoccupancy shall relieve Tenant from any liability under this Lease. As used in this Lease, the term “Permitted Transferee” means any Assignee Affiliate or Permitted Occupant.

Permitted Occupants. Notwithstanding anything contained the foregoing, the prior consent of Landlord shall not be required, and Tenant shall not be obligated to deliver a Tenant’s Assignment/Sublease Offer Notice or Tenant’s Assignment/Sublease Consent Notice, and the provisions of Section 13.2 shall not apply with respect to, occupancy arrangements with employees of any company, firm or other entity (i) which is an Affiliate of Tenant, (ii) with whom Tenant has a contractual or other relationship providing for cooperative or collaborative research or development work, who is or typically would be located by Tenant in this Section 23 one of its facilities, and/or (iii) in which Tenant has a beneficial interest and which is actively engaged in research activities using technology, techniques and/or equipment developed by or in collaboration with Tenant (collectively, “Permitted Occupants”) for the use and occupancy of space within the Premises, provided that (a) Tenant does not separately demise such space and the Permitted Occupants utilize, in common with Tenant, common entryways to the contrary Premises as well as shared central services, such as reception, photocopying and the like; (except Section 23.E above)b) the Permitted Occupants shall occupy, if (1) there is no Default hereunder and no monetary default on in the part aggregate, not more than 20% of Tenant then exists hereunder and (2) CBG (as defined in Section 41.A. hereof), remains in occupancy of at least seventy-five percent (75%) the rentable area of the Premises; (c) the Permitted Occupants occupy space in the Premises for the Permitted Use and for no other purpose; and (d) if requested by Xxxxxxxx, then CBG mayTenant notifies Landlord, without Landlord’s in writing, of the identity of any such Permitted Occupants prior written consent to occupancy of the Premises by such Permitted Occupants. If any Permitted Occupants occupy any portion of the Premises as described herein, (i) the Permitted Occupants shall comply with all provisions of this Lease, and without being subject a default by any Permitted Occupant shall be deemed a default by Tenant under this Lease; (ii) all notices required to Landlord’s rights be provided by Landlord under this Lease shall be forwarded only to Tenant in accordance with the terms of this Lease and in no event shall Landlord be required to send any notices to any Permitted Occupants; (iii) in no event shall any use or occupancy of any portion of the Premises by any Permitted Occupant release or relieve Tenant from any of its obligations under this Lease; (iv) the Permitted Occupants shall be deemed to be contractors of Tenant for purposes of Tenant’s indemnification obligations set forth in Sections 23.A., 23.C., 23.D.(1this Lease; and (v) and 23.D.(2) above, grant short-term in no event shall the occupancy rights to third parties (of no longer than twelve (12) months); provided, however, that (a) such portions any portion of the Premises so affected by Permitted Occupants be deemed to create a landlord/tenant relationship between Landlord and such Permitted Occupants, and, in all instances, Tenant shall not be separately demised or segregated from considered the sole tenant under this Lease notwithstanding the occupancy of any portion of the Premises by the construction of a partition wall or entrances and shall not be greater than twenty-five percent (25%) of the Premises Permitted Occupants. [***] Certain information in the aggregate of all such occupancy rights, (b) such arrangements shall be with entities whose use shall be substantially similar and harmonious to the use of the Premises by CBG, (c) Tenant shall not charge a fee or rent to any such occupant in excess of the Rent payable by Tenant under this Lease for the same space, (d) any such permitted occupant shall agree to indemnify Landlord, Landlord’s management agent and any Mortgagees and to hold them harmless document has been omitted from and against all costs, damages, claims, liabilities and expenses, including, but not limited to, reasonable attorneys' fees, directly or indirectly, based on, arising out of or resulting from: this exhibit because it is both (i) such permitted occupant’s use not material and occupancy of the Premises or the business conducted by such permitted occupant therein or such permitted occupant’s presence in the Premises, (ii) any act or omission of such permitted occupant or its employees, agents or contractors, (iii) any breach or default by such permitted occupant in the observance or performance of Tenant’s covenants and obligations under this Lease (other than Tenant’s obligations to pay Base Rent and Additional Rent hereunder), and (e) Tenant shall notify Landlord of such arrangement at least ten (10) business days prior to such arrangement(s) commencingwould be competitively harmful if publicly disclosed.

Permitted Occupants. Notwithstanding anything During the term of the Lease (including any renewal or extension terms), Tenant shall have the right to permit the use of portions of the Leased Premises (not exceeding thirty percent (30%) in the aggregate of the total rentable square footage of the Leased Premises), without Landlord’s consent (but with at least 30 days prior notice), by persons or entities who are Permitted Occupants provided that Permitted Occupants (i) operate as an integrated whole with Tenant’s business in the Leased Premises with no separate entrances to the Leased Premises; (ii) do not display signs that are visible from the exterior of the Leased Premises, and (iii) use the space for general office use and operate in accordance with the terms and conditions of the Lease. “Permitted Occupants,” shall mean persons, entities, related corporations, consultants, business associates, business partners, clients or customers of Tenant, who are occupying space on a written contractual basis with Tenant and are either performing services for Tenant as subcontractors, contractors or vendors under Tenant’s contracts or are personnel employed by persons or entities for whom Tenant is performing services on a contractual basis. Any act, omission or default of any provision of the Lease caused by any such Permitted Occupants shall be deemed an act, omission or default by Tenant. Nothing contained in the Lease (including the provisions of this Section 23 Paragraph 16) or otherwise (including the provision of any services to the contrary Leased Premises) shall be deemed to (except Section 23.E above)a) create any landlord-tenant or other relationship between Landlord and any Permitted Occupant, if or (1b) there is no Default hereunder and no monetary default create any liability or obligation on the part of Tenant then exists hereunder and (2) CBG (as defined in Section 41.A. hereof), remains in occupancy of at least seventy-five percent (75%) of the Premises, then CBG may, without Landlord’s prior written consent and without being subject to Landlord’s rights and Tenant’s obligations set forth in Sections 23.A., 23.C., 23.D.(1) and 23.D.(2) above, grant short-term occupancy rights to third parties (of no longer than twelve (12) months); provided, however, that (a) such portions of the Premises so affected shall not be separately demised or segregated from the Premises by the construction of a partition wall or entrances and shall not be greater than twenty-five percent (25%) of the Premises in the aggregate of all such occupancy rights, (b) such arrangements shall be with entities whose use shall be substantially similar and harmonious to the use of the Premises by CBG, (c) Tenant shall not charge a fee or rent Landlord to any such occupant in excess of the Rent payable by Tenant under this Lease for the same space, (d) any such permitted occupant shall agree to indemnify Landlord, Landlord’s management agent and any Mortgagees and to hold them harmless from and against all costs, damages, claims, liabilities and expenses, including, but not limited to, reasonable attorneys' fees, directly or indirectly, based on, arising out of or resulting from: (i) such permitted occupant’s use and occupancy of the Premises or the business conducted by such permitted occupant therein or such permitted occupant’s presence in the Premises, (ii) any act or omission of such permitted occupant or its employees, agents or contractors, (iii) any breach or default by such permitted occupant in the observance or performance of Tenant’s covenants and obligations under this Lease (other than Tenant’s obligations to pay Base Rent and Additional Rent hereunder), and (e) Tenant shall notify Landlord of such arrangement at least ten (10) business days prior to such arrangement(s) commencingPermitted Occupant.

Permitted Occupants. Notwithstanding anything contained in any contrary provision of this Section 23 to Article 7, Tenant shall have the contrary (except Section 23.E above), if (1) there is no Default hereunder and no monetary default on the part of Tenant then exists hereunder and (2) CBG (as defined in Section 41.A. hereof), remains in occupancy of at least seventy-five percent (75%) of the Premises, then CBG mayright, without the receipt of Landlord’s prior written consent and without being subject payment to Landlord’s rights and Tenant’s obligations set forth in Sections 23.A., 23.C., 23.D.(1) and 23.D.(2) Landlord of any amounts under Paragraph 7.5 above, grant short-term to permit the occupancy rights of up to third parties thirty thousand (30,000) rentable square feet of no longer space in the Leased Premises, in the aggregate, to any individual(s) or entity (collectively, “Permitted Occupants”) that has an ongoing business relationship with Tenant (other than twelve (12) monthsthe dual occupancy of the Leased Premises); provided, however, that (a) such which occupancy shall include the use of a corresponding interior support area and other portions of the Leased Premises so affected and Common Areas (including the parking facilities and Fitness Center) which shall be common to Tenant and the Permitted Occupants, on and subject to the following conditions: (i) each Permitted Occupant shall be of a character and reputation consistent with the quality of the Building and the Project; (ii) no Permitted Occupant shall occupy a separately demised portion of the Leased Premises or which contains an entrance to such portion of the Leased Premises other than the primary entrance to the Leased Premises; (iii) such occupancy shall not be separately demised a subterfuge by Tenant to avoid its obligations under this Lease or segregated from the Premises by the construction restrictions Building D on Transfers or allocation of a partition wall or entrances and shall not be greater than twenty-five percent excess Base Monthly Rent pursuant to this Article 7; (25%) of the Premises in the aggregate of all such occupancy rights, (b) such arrangements shall be with entities whose use shall be substantially similar and harmonious to the use of the Premises by CBG, (civ) Tenant shall not charge permit such use by any entity or organization in a fee or rent to manner such that the density of use of any such occupant in excess portion of the Rent payable by Tenant under this Lease for Leased Premises would materially and adversely increase the same spacestrain on the Building Systems beyond the manufacturer’s recommended specifications therefor or would violate any Laws, (d) any such permitted occupant shall agree to indemnify Landlord, Landlord’s management agent and any Mortgagees and to hold them harmless from and against all costs, damages, claims, liabilities and expenses, including, including but not limited to, reasonable attorneys' fees, directly or indirectly, based on, arising out of or resulting from: to fire codes; and (iv) such permitted occupant’s the Permitted Occupants shall obtain all permits and licenses required by Laws for occupying and use and occupancy of the Premises or the business conducted by such permitted occupant therein or such permitted occupant’s presence in the Leased Premises, if such permits and licenses are needed in addition to those held by Tenant; (iivi) the Permitted Occupants shall be subject to and subordinate to all of the terms and provisions of this Lease; and (vii) no such occupancy shall relieve Tenant from any act or omission of such permitted occupant or its employees, agents or contractors, (iii) any breach or default by such permitted occupant in the observance or performance of Tenant’s covenants and obligations liability under this Lease (other than Tenant’s obligations Lease. Each Permitted Occupant shall be deemed to pay Base Rent and Additional Rent hereunder), and (e) be a Tenant Party. Tenant shall notify promptly supply Landlord with any documents or information reasonably requested by Landlord regarding the identity of any such arrangement at least ten (10) business days prior to Permitted Occupants. Any occupancy permitted under this Paragraph 7.9 shall not be deemed a transfer under this Article 7. Notwithstanding the foregoing, no such arrangement(s) commencingoccupancy shall relieve Tenant from any liability under this Lease.

Permitted Occupants. 10.9.1 Notwithstanding anything contained in this Section 23 10 to the contrary contrary, Tenant may permit its subsidiaries, Affiliates, clients, contractors, customers, auditors, strategic partners or other entities under common ownership (except Section 23.E above), if total or partial) with Tenant or with whom Tenant has or is then establishing a bona fide business relationship (1each a “Permitted Occupant’”) there is no Default hereunder to occupy and no monetary default on the part of Tenant then exists hereunder and (2) CBG (as defined in Section 41.A. hereof), remains in occupancy of at least seventy-five percent (75%) use up to 10% of the Premises, then CBG may, Premises without Landlord’s prior the written consent and without being of Landlord, subject to Landlord’s rights and Tenant’s obligations set forth in Sections 23.A., 23.C., 23.D.(1) and 23.D.(2) above, grant short-term occupancy rights to third parties (of no longer than twelve (12) months); provided, however, that the following conditions: (a) such portions the Permitted Occupant is of the Premises so affected shall not be separately demised or segregated from the Premises by the construction of character, is engaged in a partition wall or entrances and shall not be greater than twenty-five percent (25%) of business, uses the Premises in keeping with Tenant and the aggregate Permitted Use, and otherwise meets Landlord’s reasonable standards for tenants of all such occupancy rightsthe Building, (b) such arrangements shall be with entities whose use shall be substantially similar and harmonious to the use of the Premises by CBGthe Permitted Occupant may not violate any other agreements affecting the Premises, the Building, the Project, Landlord or other tenants of the Building or Project, (c) Tenant shall not charge a fee or rent to any such occupant in excess the use and occupancy by the Permitted Occupant is otherwise expressly subject to, and the Permitted Occupant must comply with, all of the Rent payable by Tenant terms, covenants, conditions and obligations on Tenant’s part to be observed and performed under this Lease as they relate to the space being used and occupied by the Permitted Occupant (other than Tenant’s obligation to pay Basic Rent or Additional Rent under this Lease), including the requirement to obtain insurance in the requisite amounts and to indemnify, defend and hold Landlord harmless for any Loss (defined below) or other liabilities resulting from the same spaceuse and operations contemplated by this Section 10.9.1, (d) any violation of any provision of this Lease by the Permitted Occupant shall be deemed to be a default by Tenant under such permitted occupant provision, (e) the space occupied by the Permitted Occupant shall agree to indemnify Landlord, Landlord’s management agent and any Mortgagees and to hold them harmless not be separately demised from and against all costs, damages, claims, liabilities and expenses, including, but not limited to, reasonable attorneys' fees, directly or indirectly, based on, arising out of or resulting from: (i) such permitted occupant’s use and occupancy of the Premises or the business conducted by such permitted occupant therein or such permitted occupant’s presence in the Premises, (iif) the Permitted Occupant shall have no recourse against Landlord whatsoever on account of any act or omission failure by Landlord to perform any of such permitted occupant or its employees, agents or contractors, (iii) any breach or default by such permitted occupant in the observance or performance of Tenant’s covenants and obligations under this Lease or on account of any other matter, (other than g) all notices required of Landlord under this Lease shall be forwarded only to Tenant in accordance with the terms of this Lease and in no event shall Landlord be required to send any notices to any Permitted Occupant, (h) in no event shall any use or occupancy of any portion of the Premises by any Permitted Occupant release or relieve Tenant from any of its obligations under this Lease, (i) each such Permitted Occupant shall be deemed an invitee of Tenant’s obligations to pay Base Rent , and Additional Rent hereunder)Tenant shall be fully and primarily liable for all acts and omissions of such Permitted Occupant as fully and completely as if such Permitted Occupant was an employee of Tenant, and (ej) in no event shall the occupancy of any portion of the Premises by any Permitted Occupant be deemed to create a landlord/tenant relationship between Landlord and such Permitted Occupant or be deemed to vest in 13 0000 XXXXXXXX XXXXXXX – XXXXX XXXXXXXX XXXXX, XX 00000 4812-0074-7958.V2 Permitted Occupant any right or interest in the Premises or this Lease, and, in all instances, Tenant shall notify Landlord be considered the sole tenant under the Lease notwithstanding the occupancy of such arrangement at least ten (10) business days prior to such arrangement(s) commencingany portion of the Premises by any Permitted Occupant. Occupancy of the Premises by a Permitted Occupant shall not constitute occupancy by Tenant for any purposes under this Lease.

Permitted Occupants. 10.10.1 Notwithstanding anything contained in this Section 23 10 to the contrary contrary, Tenant may permit its subsidiaries, Affiliates, clients, contractors, customers, auditors, strategic partners or other entities under common ownership (except Section 23.E above), if total or partial) with Tenant or with whom Tenant has or is then establishing a bona fide business relationship (1each a “Permitted Occupant”) there is no Default hereunder to occupy and no monetary default on the part of Tenant then exists hereunder and (2) CBG (as defined in Section 41.A. hereof), remains in occupancy of at least seventy-five percent (75%) use up to 20% of the Building B Premises, then CBG mayin the aggregate, and up to 20% of the Building C Premises, in the aggregate, without Landlord’s prior the written consent and without being of Landlord, subject to Landlord’s rights and Tenant’s obligations set forth in Sections 23.A., 23.C., 23.D.(1) and 23.D.(2) above, grant short-term occupancy rights to third parties (of no longer than twelve (12) months); provided, however, that the following conditions: (a) such portions the Permitted Occupant is of the Premises so affected shall not be separately demised or segregated from the Premises by the construction of character, is engaged in a partition wall or entrances and shall not be greater than twenty-five percent (25%) of business, uses the Premises in keeping with Tenant and the aggregate of all such occupancy rightsPermitted Use, (b) such arrangements shall be with entities whose use shall be substantially similar and harmonious to the use of the Premises by CBGthe Permitted Occupant may not violate any other agreements affecting the Premises, the Buildings, the Project, the related complex, Landlord or other tenants of the related complex, (c) Tenant shall not charge a fee or rent to any such occupant in excess of the Rent payable by Tenant under this Lease for the same space, (d) any such permitted occupant shall agree to indemnify Landlord, Landlord’s management agent and any Mortgagees and to hold them harmless from and against all costs, damages, claims, liabilities and expenses, including, but not limited to, reasonable attorneys' fees, directly or indirectly, based on, arising out of or resulting from: (i) such permitted occupant’s use and occupancy by the Permitted Occupant is otherwise expressly subject to, and the Permitted Occupant must comply with, all of the Premises or the business conducted by such permitted occupant therein or such permitted occupant’s presence in the Premisesterms, (ii) any act or omission of such permitted occupant or its employeescovenants, agents or contractors, (iii) any breach or default by such permitted occupant in the observance or performance of conditions and obligations on Tenant’s covenants part to be observed and obligations performed under this Lease (other than Tenant’s obligations obligation to pay Base Basic Rent or Additional Rent under this Lease), including the requirement to obtain insurance in the requisite amounts and to indemnify, defend and hold Landlord harmless for any Loss (defined below) or other liabilities resulting from the use and operations contemplated by this Section 10.10, (d) any violation of any provision of this Lease by the Permitted Occupant shall be deemed to be a default by Tenant under such provision, (e) the space occupied by the Permitted Occupant shall not be separately demised from the Premises, (f) the Permitted Occupant shall have no recourse against Landlord whatsoever on account of any failure by Landlord to perform any of its obligations under this Lease or on account of any other matter, (g) all notices required of Landlord under this Lease shall be forwarded only to Tenant in accordance with the terms of this Lease and in no event shall Landlord be required to send any notices to any Permitted Occupant, (h) in no event shall any use or occupancy of any portion of the Premises by any Permitted Occupant release or relieve Tenant from any of its obligations under this Lease, (i) each such Permitted Occupant shall be deemed an invitee of Tenant, and Tenant shall be fully and primarily liable for all acts and omissions of such Permitted Occupant as fully and completely as if such Permitted Occupant was an employee of Tenant; (j) in no event shall the occupancy of any portion of the Premises by any Permitted Occupant be deemed to create a landlord/tenant relationship between Landlord and such Permitted Occupant or be deemed to vest in Permitted Occupant any right or interest in the Premises or this Lease, and, in all instances, Tenant shall be considered the sole tenant under the Lease notwithstanding the occupancy of any portion of the Premises by any Permitted Occupant; and (k) Tenant shall receive no rent, payment or other consideration in connection with such occupancy and use other than nominal rent payments, which in no event may be greater per rentable square foot occupied and used by such Permitted Occupant than the Basic Rent and Additional Rent amounts (per rentable square foot in the Premises) payable by Tenant hereunder), and (e) Tenant shall notify Landlord of such arrangement at least ten (10) business days prior to such arrangement(s) commencing.

Permitted Occupants. (a) Notwithstanding anything contained in this Section 23 10.1, Tenant may permit up to the contrary (except Section 23.E above), if (1) there is no Default hereunder and no monetary default on the part of Tenant then exists hereunder and (2) CBG (as defined in Section 41.A. hereof), remains in occupancy of at least seventy-five fifty percent (7550%) of the Premisesrentable square footage of the Premises to be used and occupied by THYROID CYTOPATHOLOGY PARTNERS, then CBG mayP.A., without a Texas professional association and/or, with Landlord’s prior written consent and without being consent, other entities unaffiliated with Tenant with which Tenant engages in collaborative business activities which Tenant believes would be enhanced by co-location (each, a “Permitted Occupant”), subject to Landlord’s rights and Tenant’s obligations set forth in Sections 23.A., 23.C., 23.D.(1) and 23.D.(2) above, grant short-term occupancy rights to third parties (of no longer than twelve (12) months); provided, however, that the following conditions: (a) such portions the Permitted Occupant is of a character, is engaged in a business, uses the Premises only for the Permitted Use, and otherwise meets Landlord’s reasonable standards for tenants of the Premises so affected shall not be separately demised or segregated from the Premises by the construction of a partition wall or entrances and shall not be greater than twenty-five percent (25%) of the Premises in the aggregate of all such occupancy rightsBuilding, (b) such arrangements shall be with entities whose use shall be substantially similar and harmonious to the use of the Premises by CBGthe Permitted Occupant does not violate any other agreements affecting the Premises, the Building, the Project, or Landlord (including any exclusive use agreements between Landlord and other Building tenants or occupants), (c) Tenant shall not charge a fee or rent to any such occupant in excess of the Rent payable by Tenant under this Lease for the same space, (d) any such permitted occupant shall agree to indemnify Landlord, Landlord’s management agent and any Mortgagees and to hold them harmless from and against all costs, damages, claims, liabilities and expenses, including, but not limited to, reasonable attorneys' fees, directly or indirectly, based on, arising out of or resulting from: (i) such permitted occupant’s use and occupancy by the Permitted Occupant is subject to, and the Permitted Occupant must comply with, all of the Premises or the business conducted by such permitted occupant therein or such permitted occupant’s presence in the Premisesterms, (ii) any act or omission of such permitted occupant or its employeescovenants, agents or contractors, (iii) any breach or default by such permitted occupant in the observance or performance of conditions and obligations on Tenant’s covenants part to be observed and obligations performed under this Lease (other than Tenant’s obligations obligation to pay Base Basic Rent or Additional Rent under this Lease); however, a Permitted Occupant shall only be required to maintain the following insurance coverages: commercial general liability insurance (including property damage, bodily injury and personal injury coverage) in amounts of $1,000,000 per occurrence, $2,000,000 annual aggregate; with an additional $1,000,000 in umbrella coverage; commercial auto liability insurance covering automobiles owned, hired or used by a Permitted Occupant in carrying on its business at the Premises with limits not less than $1,000,000 combined single limit for each accident; and workers’ compensation insurance as required by Law, (d) any violation of any provision of this Lease by the Permitted Occupant shall be deemed to be a default by Tenant under such provision, (e) the space occupied by the Permitted Occupant shall not be separately demised from the Premises, (f) the Permitted Occupant shall have no recourse against Landlord whatsoever on account of any failure by Landlord to perform any of its obligations under this Lease or on account of any other matter, (g) all notices required of Landlord under this Lease shall be forwarded only to Tenant in accordance with the terms of this Lease and in no event shall Landlord be required to send any notices to any Permitted Occupant, (h) in no event shall any use or occupancy of any portion of the Premises by any Permitted Occupant release or relieve Tenant from any of its obligations under this Lease, (i) each such Permitted Occupant shall be deemed an invitee of Tenant (and therefore a Tenant Party), and Tenant shall be fully and primarily liable for all acts and omissions of such Permitted Occupant as fully and completely as if such Permitted Occupant was an employee of Tenant, (j) in no event shall the occupancy of any portion of the Premises by any Permitted Occupant be deemed to create a landlord/tenant relationship between Landlord and such Permitted Occupant or be deemed to vest in Permitted Occupant any right or interest in the Premises or this Lease, and, in all instances, Tenant shall be considered the sole tenant under the Lease notwithstanding the occupancy of any portion of the Premises by any Permitted Occupant, and (k) Tenant shall receive no rent, payment or other consideration in connection with such occupancy and use other than payments which shall not exceed, per rentable square foot occupied and used by such Permitted Occupant, the Basic Rent and Additional Rent amounts (per rentable square foot in the Premises) payable by Tenant for such space hereunder), and (e) Tenant shall notify Landlord of such arrangement at least ten (10) business days prior to such arrangement(s) commencing.