Common use of TENANT'S OBLIGATIONS AFTER TERMINATION Clause in Contracts

TENANT'S OBLIGATIONS AFTER TERMINATION. In the event that this Lease is terminated for breach of any obligation of Tenant, Tenant covenants to pay forthwith to Landlord, as compensation, the excess (discounted to present value at the prime rate then being offered by the largest commercial bank in the United States) of the total rent due for the residue of the Term over the fair market rental value of the Premises for said residue of the Term. Tenant further covenants to pay punctually to Landlord all the sums and perform all the obligations which Tenant covenants in this Lease to pay and to perform in the same manner and to the same extent and at the same time as if this Lease had not been terminated; however, Tenant shall be credited with any amount paid to Landlord as compensation as provided in the first sentence of this Section 8.3 and also with the net proceeds of any rents obtained by Landlord by reletting the Premises, after deducting all Landlord's expenses in connection with such reletting, including, without implied limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting, it being agreed by Tenant that Landlord may relet the Premises or any part or parts thereof on such terms as Landlord seems fit, and make such alterations or repairs in the Premises as Landlord in its sole judgment considers necessary to relet the same and no action of Landlord in accordance with the foregoing or failure to relet or to collect rent under reletting shall operate or be construed to release or reduce Tenant's liability as aforesaid.

TENANT'S OBLIGATIONS AFTER TERMINATION. In the event that this Lease is terminated under any of the provisions contained in Section 9.1 or shall be otherwise terminated for breach of any obligation of Tenant, Tenant covenants to pay forthwith to Landlord, as compensation, the excess (discounted to present value at the prime rate then being offered by the largest commercial bank in the United States) of the total rent due for the residue of the Term over the fair market rental value of the Premises for said residue of the Term. Tenant further covenants an additional and cumulative obligation after any such ending to pay punctually to Landlord all the sums and perform all the obligations which Tenant covenants in this Lease to pay and to perform in the same manner and to the same extent and at the same time as if this Lease had not been terminated; however, . In calculating the amounts to be paid by Tenant under the next foregoing covenant Tenant shall be credited with any amount paid to Landlord as compensation as provided in the first sentence of this Section 8.3 9.2 and also with the net proceeds of any rents rent obtained by Landlord by reletting the Premises, after deducting all Landlord's reasonable expenses in connection with such reletting, including, without implied limitation, all repossession costs, brokerage commissions, fees for legal services and expenses expense of preparing the Premises for such reletting, it being agreed by Tenant that Landlord may (i) relet the Premises or any part or parts thereof on thereof, for a term or terms which may at Landlord's option be equal to or less than or to exceed the period which would otherwise have constituted the balance of the Term and may grant such terms concessions and free rent as Landlord seems fit, in its reasonable judgment considers advisable or necessary to relet the same and (ii) make such alterations alterations, repairs or repairs decorations in the Premises as Landlord in its sole reasonable judgment considers advisable or necessary to relet the same same, and no action of Landlord in accordance with the foregoing or failure to relet or to collect rent under reletting shall operate or be construed to release or reduce Tenant's liability as aforesaid. In the event Landlord terminated this Lease or otherwise reenters the Premises following a Default of Tenant, Landlord shall use reasonable efforts in good faith to relet the Premises for the account of Tenant at the then current market rate and upon such other terms and conditions as are reasonable under the circumstances, and Landlord shall otherwise use its reasonable efforts in good faith to mitigate Tenant's damages. In lieu of any other damages or indemnity and in lieu of full recovery by Landlord of all sums payable under all the foregoing provisions of this Section 9.2, Landlord may by written notice to Tenant, at any time after this Lease is terminated under any of the provisions contained in Section 9.1 or is otherwise terminated for breach of any obligation of Tenant and before such full recovery, elect to recover, and Tenant shall thereupon pay, as liquidated damages, an amount equal to the aggregate of the fixed rent and additional rent accrued and unpaid at the time of termination and less the amount of any recovery by Landlord under the foregoing provisions of this Section 9.2 up to the time of payment of such liquidated damages. Nothing contained in this Lease shall, however, limit or prejudice the right of Landlord to prove for and obtain in proceedings for bankruptcy or insolvency by reason of the termination of this Lease, an amount equal to the maximum allowed by any statute or rule of law in effect at the time when, and governing the proceedings in which, the damages are to be proved, whether or not the amount be greater, equal to, or less than the amount of the loss or damages referred to above.

TENANT'S OBLIGATIONS AFTER TERMINATION. In the event that this Lease is terminated under any of the provisions contained in Section 9.1 or shall be otherwise terminated for breach of any obligation of Tenant, Tenant covenants to pay forthwith to Landlord, as compensation, the excess (discounted to present value at the prime rate then being offered by the largest commercial bank in the United States) of the total rent due reserved for the residue of the Term over the fair market rental value of the Premises for said residue of the Term. In calculating the rent reserved, there shall be included, in addition to the annual Rent and all additional rent, the value of all other consideration agreed to be paid or performed by Xxxxxx for said residue. Tenant further covenants as an additional and cumulative obligation after any such ending to pay punctually to Landlord all the sums and perform all the obligations which Tenant covenants in this Lease to pay and to perform in the same manner and to the same extent and at the same time as if this Lease had not been terminated; however. In calculating the amounts to be paid by Tenant under the next foregoing covenant, Tenant shall be credited with any amount paid to Landlord as compensation as provided in the first sentence of this Section 8.3 9.2 and also with the net proceeds of any rents obtained by Landlord by reletting the Premises, after deducting all Landlord's expenses in connection with such reletting, including, without implied limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting, it being agreed by Tenant that Landlord may (i) relet the Premises or any part or parts thereof on for a term or terms which may at Landlord's option be equal to or less than or exceed the period which would otherwise have constituted the balance of the Term and may grant such terms concessions and free rent as Landlord seems fit, in its sole judgment considers advisable or necessary to relet the same and (ii) make such alterations or alterations, repairs and decorations in the Premises as Landlord in its sole judgment reasonable judgement considers advisable or necessary to relet the same same, and no action of Landlord in accordance with the foregoing or failure to relet or to collect rent under reletting shall Shall operate or be construed to release or reduce Tenant's liability as aforesaid. So long as at least 12 months of the Term remain unexpired at the time of such termination, in lieu of any other damages or indemnity and in lieu of full recovery by Landlord of all sums payable under all the foregoing provisions of this Section 9.2, Landlord may by written notice to Tenant, at any time after this Lease is terminated under any of the provisions contained in Section 9.1, or is otherwise terminated for breach of any obligation of Tenant and before such full recovery, elect to recover, and Tenant shall thereupon pay, as liquidated damages, an amount equal to the aggregate of the Annual Rent and additional rent accrued under Article IV in the 12 months ended next prior to such termination plus the amount of Annual Rent and additional rent of any kind accrued and unpaid at the time of termination and less the amount of any recovery by Landlord under the foregoing provisions of this Section 9.2 up to the time of payment of such liquidated damages. Nothing contained in this Lease shall, however, limit or prejudice the right of Landlord to prove and obtain in proceedings for bankruptcy or insolvency by reason of the termination of this Lease, an amount equal to the maximum allowed by any statute or rule of law in effect at the time when, and governing the proceedings in which, the damages are to be proved, whether or not the amount be greater, equal to, to less than the amount of the loss or damages referred to above.

TENANT'S OBLIGATIONS AFTER TERMINATION. In the event that this Lease is terminated under any of the provisions contained in Section 9.1 or shall be otherwise terminated for breach of any obligation of Tenant, Tenant covenants to pay forthwith to Landlord, as compensation, the excess (discounted to present value at the prime rate then being offered by the largest commercial bank in the United States) of the total rent due reserved for the residue of the Term over the fair market rental value of the Premises for said residue of the Term. In calculating the rent reserved, there shall be included, in addition to the Fixed Rent and all additional rent, the value of all other consideration agreed to be paid or performed by Tenant for said residue. Tenant further covenants as an additional and cumulative obligation after any such ending to pay punctually to Landlord all the sums and perform all the obligations which Tenant covenants in this Lease to pay and to perform in the same manner and to the same extent and at the same time as if this Lease had not been terminated; however. In calculating the amounts to be paid by Tenant under the next foregoing covenant, Tenant shall be credited with any amount paid to Landlord as compensation as provided in the first sentence of this Section 8.3 9.2 and also with the net proceeds of any rents obtained by Landlord by reletting the Premises, after deducting all Landlord's reasonable expenses in connection with such reletting, including, without implied limitation, all repossession costs, brokerage commissions, fees for legal services and expenses expense of preparing the Premises for such reletting, it being agreed by Tenant that Landlord may (i) relet the Premises or any part or parts thereof on for a term or terms which may, at Landlord's option, be equal to or less than or exceed the period which would otherwise have constituted the balance of the Term and may grant such terms as Landlord seems fit, concessions and make such alterations or repairs in the Premises free rent as Landlord in its sole judgment considers advisable or necessary to relet the same same, and no action (ii) make such alterations, repairs Nothing contained in this Lease shall, however, limit or prejudice the right of Landlord to prove and obtain in accordance with proceedings for bankruptcy or insolvency by reason of the foregoing termination of this Lease, an amount equal to the maximum allowed by any statute or failure rule of law in effect at the time when, and governing the proceedings in which, the damages are to relet be proved, whether or not the amount be greater, equal to, or less than the amount of the loss or damages referred to collect rent under reletting shall operate or be construed to release or reduce Tenant's liability as aforesaidabove.

TENANT'S OBLIGATIONS AFTER TERMINATION. In the event that this Lease is terminated under any of the provisions contained in Section 9.1 or shall be otherwise terminated for breach of any obligation of Tenant, Tenant covenants to pay forthwith to Landlord, as compensation, the excess (discounted to present value at the prime rate then being offered by the largest commercial bank in the United States) of the total rent due reserved for the residue of the Term over the fair market rental value of the Premises for said residue of the Term. In calculating the rent reserved, there shall be included, in addition to the Fixed Rent and all additional rent, the value of all other consideration agreed to be paid or performed by Tenant for said residue. Tenant further covenants as an additional and cumulative obligation after any such ending to pay punctually to Landlord all the sums and perform all the obligations which Tenant covenants in this Lease to pay and to perform in the same manner and to the same extent and at the same time as if this Lease had not been terminated; however. In calculating the amounts to be paid by Tenant under the next foregoing covenant, Tenant shall be credited with any amount paid to Landlord as compensation as provided in the first sentence of this Section 8.3 9.2 and also with the net proceeds of any rents obtained by Landlord by reletting the Premises, after deducting all Landlord's reasonable expenses in connection with such reletting, including, without implied limitation, all repossession costs, brokerage commissions, fees for legal services and expenses expense of preparing the Premises for such reletting, it being agreed by Tenant that Landlord may (i) relet the Premises or any part or parts thereof on for a term or terms which may, at Landlord's option, be equal to or less than or exceed the period which would otherwise have constituted the balance of the Term and may grant such terms concessions and free rent as Landlord seems fitin its sole reasonable judgment considers advisable or necessary to relet the same, and (ii) make such alterations or alterations, repairs and decorations in the Premises as Landlord in its sole judgment considers advisable or necessary to relet the same same, and no action of Landlord in accordance with the foregoing or failure to relet or to collect rent under reletting shall operate or be construed to release or reduce Tenant's liability as aforesaid. Nothing contained in this Lease shall, however, limit or prejudice the right of Landlord to prove and obtain in proceedings for bankruptcy or insolvency by reason of the termination of this Lease, an amount equal to the maximum allowed by any statute or rule of law in effect at the time when, and governing the proceedings in which, the damages are to be proved, whether or not the amount be greater, equal to, or less than the amount of the loss or damages referred to above.

TENANT'S OBLIGATIONS AFTER TERMINATION. In the event that this Lease is terminated under any of the provisions contained in Section 10.1 or shall be otherwise terminated for breach of any obligation of Tenant, Tenant covenants to pay forthwith to Landlord, as compensation, the then present values of the excess (discounted to present value at the prime rate then being offered by the largest commercial bank in the United States) of the total rent due reserved for the residue of the Term over the fair market rental value of the Premises for said residue of the Term. In calculating the rent reserved, there shall be included, in addition to the Annual Rent and all Additional Rent, the value of all other consideration agreed to be paid or performed by Tenant for said residue. Tenant further covenants as an additional and cumulative obligation after any such termination to pay punctually to Landlord all the sums and perform all the obligations which Tenant covenants in this Lease to pay and to perform in the same manner and to the same extent and at the same time as if this Lease had not been terminated; however. In calculating the amounts to be paid by Tenant under the next foregoing covenant, Tenant shall be credited with any amount paid to Landlord as compensation as provided in the first sentence of this Section 8.3 10.2 and also with the net proceeds of any rents obtained by Landlord by reletting the Premises, after deducting all Landlord's expenses in connection with such such: reletting, including, without implied limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting, it being agreed by Tenant that Landlord may (i) relet the Premises or any part or parts thereof on for a term or terms which may at Landlord's option be equal to or less than or exceed the period which would otherwise have constituted the balance of the Term and may grant such terms concessions and free rent as Landlord seems fit, in its sole judgment considers advisable or necessary to relet the same and (ii) make such alterations or alterations, repairs and decorations in the Premises as Landlord in its sole judgment considers advisable or necessary to relet the same same, and no action of Landlord in accordance with the foregoing or failure to relet or to collect rent under reletting shall operate or be construed to release or reduce Tenant's liability as aforesaid. Nothing contained in this Lease shall, however, limit or prejudice the right of Landlord to prove and obtain in proceedings for bankruptcy or insolvency by reason of the termination of this Lease, an amount equal to the maximum allowed by any statute or rule of law in effect at the time when, and governing the proceedings in which, the damages are to be proved, whether or not the amount be greater, equal to, or less than the amount of the loss or damages referred to above.

TENANT'S OBLIGATIONS AFTER TERMINATION. In the event that this Lease is terminated for breach due to an Event of any obligation of TenantDefault, Tenant covenants to pay forthwith to Landlord, as compensation, the excess (discounted to present value at the prime rate then being offered by the largest commercial bank in the United States) of the total rent due reserved for the residue of the Term discounted over the fair market rental balance of the lease term at a rate of nine percent (9%). In calculating the rent reserved there shall be included, in addition to the Annual Fixed Rent, all Additional Rent and all charges and sums due under the Lease, the value of the Premises all other considerations agreed to be paid or performed by Tenant for said residue of residue. In calculating the Term. amounts to be paid by Tenant further covenants to pay punctually to Landlord all the sums and perform all the obligations which Tenant covenants in this Lease to pay and to perform in the same manner and to the same extent and at the same time as if this Lease had not been terminated; howeverhereunder, Tenant shall be credited with any amount paid to Landlord as compensation as provided in the first sentence of this Section 8.3 and also with the net proceeds of any rents rent obtained by Landlord by reletting the Premises, after deducting all Landlord's actual expenses in connection with such reletting, including, without implied limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting, it being agreed by Tenant that Landlord may relet the Premises or any part or parts thereof on such terms as Landlord seems fit, and make such alterations or repairs in the Premises as Landlord in its sole judgment considers necessary to relet the same and no . Any action of Landlord in accordance with the foregoing this Section 9.2 or any failure of Landlord to relet or to collect rent under after reletting shall not operate or be construed to release or reduce Tenant's liability as aforesaid, provided, however, that Landlord hereby agrees to exercise commercially reasonable good faith efforts to relet the Premises and otherwise to mitigate damages arising out of an Event of Default. Nothing contained in this Lease shall limit or prejudice the right of Landlord to prove for and obtain in proceedings for bankruptcy or insolvency, by reason of the termination of this Lease, an amount equal to the maximum allowed by any statute or rule of law in effect at the time when, and governing the proceedings in which, the damages are to be proved, whether or not the amount be greater than, equal to, or less than the amount of the loss or damages referred to above.

TENANT'S OBLIGATIONS AFTER TERMINATION. In the event that this Lease is terminated for breach under any of any obligation of Tenantthe provisions contained in Section 9.1, Tenant covenants to pay forthwith to Landlord, as compensation, a single lump-sum payment equal to the excess (discounted to of the net present value at the prime rate then being offered by the largest commercial bank in the United States) of the total rent due reserved for the residue of the Term (exclusive of any unexercised Extended Term(s) remaining at the time of termination) over the fair market rental value of the Premises (including additional rent) for said residue of the TermTerm estimated as of the date of termination. If Landlord does not elect to receive a single lump-sum payment from Tenant further as aforesaid, Tenant covenants and agrees to pay punctually to Landlord all the sums and perform all the obligations which Tenant covenants in this Lease to pay and to perform in the same manner and to the same extent and at the same time as if this Lease had not been terminated; however. In calculating the amounts to be paid by Tenant under the foregoing covenants, Tenant shall be credited with any amount paid to Landlord as compensation as provided in the first sentence of this Section 8.3 9.2 and also with the net proceeds of any rents obtained by Landlord by reletting the Premises, after deducting all Landlord's expenses in connection with such reletting, including, without implied limitation, all repossession costs, brokerage commissions, fees for legal services and expenses expense of preparing the Premises for such reletting, it being agreed by Tenant that Landlord may (i) relet the Premises or any part or parts thereof on for a term or terms which may, at Landlord's option, be equal to or less than or exceed the period which would otherwise have constituted the balance of the Term and may grant such terms concessions and free rent as Landlord seems fitin its sole judgment considers advisable or necessary to relet the same, and (ii) make such alterations or alterations, repairs and decorations in the Premises as Landlord in its sole judgment considers advisable or necessary to relet the same same, and no action of Landlord in accordance with the foregoing or on failure to relet or to collect rent under reletting shall operate or be construed to release or reduce Tenant's liability as aforesaid. If required by Massachusetts law, and to the extent required by Massachusetts law, Landlord will use reasonable efforts to mitigate its damages hereunder, except as hereinafter provided in the next following paragraph. So long as at least twelve (12) months of the Term remain unexpired at the time of such termination, in lieu of any other damages of indemnity and in lieu of full recovery by Landlord of all sums payable under all the foregoing provisions of this Section 9.2, Landlord may, by written notice to Tenant, at any time after this Lease is terminated under any of the provisions contained in Section 9.1, or is otherwise terminated for breach of any obligation of Tenant and before such full recovery, elect to recover, and Tenant shall thereupon pay, as liquidated damages, an amount equal to the aggregate of the Fixed Rent and additional rent accrued under Article IV in the twelve (12) months ended next prior to such termination plus the amount of Fixed Rent and additional rent of any kind accrued and unpaid at the time of termination and less the amount of any recovery by Landlord under the foregoing provisions of this Section 9.2 up to the time of payment of such liquidated damages, Tenant agreeing that Landlord shall have no obligation to use reasonable efforts to mitigate its damages in the event Landlord so elects to proceed under the provisions of this paragraph. Nothing contained in this Lease shall, however, limit or prejudice the right of Landlord to prove and obtain in proceedings for bankruptcy or insolvency by reason of the termination of this Lease, an amount equal to the maximum allowed by any statute or rule of law in effect at the time when, and governing the proceedings in which, the damages are to be proved, whether or not the amount be greater, equal to, or less than the amount of the loss or damages referred to above.

TENANT'S OBLIGATIONS AFTER TERMINATION. In the event that this Lease is terminated under any of the provisions contained in Section 9.1 or shall be otherwise terminated for breach of any obligation of Tenant, Tenant covenants to pay forthwith to Landlord, as compensation, the excess (discounted to present value at the prime rate then being offered by the largest commercial bank in the United States) of the total rent due reserved for the residue of the Term over the fair market rental value of the Premises for said residue of the Term. In calculating the rent reserved, there shall be included, in addition to the annual Rent and all additional rent, the value of all other consideration agreed to be paid or performed by Xxxxxx for said residue. Tenant further covenants as an additional and cumulative obligation after any such ending to pay punctually to Landlord all the sums and perform all the obligations which Tenant covenants in this Lease to pay and to perform in the same manner and to the same extent and at the same time as if this Lease had not been terminated; however. In calculating the amounts to be paid by Tenant under the next foregoing covenant, Tenant shall be credited with any amount paid to Landlord as compensation as provided in the first sentence of this Section 8.3 9.2 and also with the net proceeds of any rents obtained by Landlord by reletting the Premises, after deducting all Landlord's expenses in connection with such reletting, including, without implied limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting, it being agreed by Tenant that Landlord may (i) relet the Premises or any part or parts thereof on for a term or terms which may at Landlord's option be equal to or less than or exceed the period which would otherwise have constituted the balance of the Term and may grant such terms concessions and free rent as Landlord seems fit, in its sole judgment considers advisable or necessary to relet the same and (ii) make such alterations or alterations, repairs and decorations in the Premises as Landlord in its sole judgment judgement considers advisable or necessary to relet the same same, and no action of Landlord in accordance with the foregoing or failure to relet or to collect rent under reletting shall operate or be construed to release or reduce Tenant's liability as aforesaid. So long as at least 12 months of the Term remain unexpired at the time of such termination, in lieu of any other damages or indemnity and in lieu of full recovery by Landlord of all sums payable under all the foregoing provisions of this Section 9.2, Landlord may by written notice to Tenant, at any time after this Lease is terminated under any of the provisions contained in Section 9.1, or is otherwise terminated for breach of any obligation of Tenant and before such full recovery, elect to recover, and Tenant shall thereupon pay, as liquidated damages, an amount equal to the aggregate of the Annual Rent and additional rent accrued under Article IV in the 12 months ended next prior to such termination plus the amount of Annual Rent and additional rent of any kind accrued and unpaid at the time of termination and less the amount of any recovery by Landlord under the foregoing provisions of this Section 9.2 up to the time of payment of such liquidated damages. Nothing contained in this Lease shall, however, limit or prejudice the right of Landlord to prove and obtain in proceedings for bankruptcy or insolvency by reason of the termination of this Lease, an amount equal to the maximum allowed by any statute or rule of law in effect at the time when, and governing the proceedings in which, the damages are to be proved, whether or not the amount be greater, equal to, to less than the amount of the loss or damages referred to above.

TENANT'S OBLIGATIONS AFTER TERMINATION. In the event that this Lease is terminated under any of the provisions contained in Section 9.1 or shall be otherwise terminated for breach of any obligation of Tenant, Tenant covenants as follows: (a) to pay forthwith to Landlord, as compensation, the excess (discounted a lump sum equal to present value at the prime rate then being offered by the largest commercial bank in the United States) of the total rent due reserved for the residue of the Term over Term. In calculating the fair market rental rent reserved, there shall be included, in addition to the Rent, the value of all other consideration agreed to be paid or performed by Tenant for said residue, less the net proceeds of any rents obtained by Landlord in reletting the Premises for said residue of as provided in (b)(ii) below; and (b) and, to the Term. Tenant further covenants extent not received in (a) above or the extent Landlord elects, in its sole discretion, to proceed under this subparagraph (b) rather than subparagraph (a), as an additional and cumulative obligation, to pay punctually to Landlord all of the sums and perform all of the non-monetary obligations which Tenant covenants in this Lease to pay and to perform in the same manner and to the same extent and at the same time as if this Lease had not been terminated; however. In calculating the amounts to be paid by Tenant under this subclause (b), Tenant shall be credited with with: (i) any amount paid to Landlord as compensation as provided in the first sentence subclause (a) of this Section 8.3 9.2 (if Landlord elects to proceed pursuant to subclause (a)); and also with (ii) the net proceeds of any rents obtained by Landlord by reletting the Premises, after deducting all of Landlord's ’s expenses in connection with such reletting, including, without implied limitation, all repossession costs, brokerage commissions, reasonable tenant improvements costs paid or tenant improvement allowances granted, fees for legal services services, and any other expenses of reletting the Premises or preparing the Premises for such relettingthe new tenant or tenants. Landlord agrees to use commercially reasonable efforts to relet the Premises following termination provided, it being agreed by Tenant however, that Landlord Landlord: (x) may relet the Premises or any part or parts thereof on for a term or terms which may, at Landlord’s option, be equal to or less than or exceed the period which would otherwise have constituted the balance of the Term, and may grant such terms concessions and free rent as Landlord seems fit, and in its reasonable judgment considers advisable or necessary to relet same in the market; (y) may make such alterations or alterations, repairs and decorations in the Premises as Landlord Landlord, in its sole judgment judgment, considers advisable or necessary to relet the same same, and no action of Landlord in accordance with the foregoing sub clauses (x) and/or (y), or Landlord’s failure to relet or to collect rent under reletting relet, shall operate or be construed to release or reduce Tenant's ’s liability as aforesaid; and (z) shall have no duty to relet the Premises to a prospective tenant who is also interested in leasing other space that Landlord (or its affiliate(s)) then has available. So long as at least twelve (12) months of the Term remain unexpired at the time of such termination, in lieu of any other damages of indemnity and in lieu of full recovery by Landlord of all sums payable under all the foregoing provisions of this Section 9.2, Landlord may, by written notice to Tenant, at any time after this Lease is terminated under any of the provisions contained in Section 9.1, or is otherwise terminated for breach of any obligation of Tenant and before such full recovery, elect to recover, and Tenant shall thereupon pay, as liquidated damages, an amount equal to the aggregate of the Rent accrued under Article 4 in the twelve (12) months ended prior to such termination (or if the Term has not yet commenced, the Rent that would be due for the first twelve (12) months) plus the amount of Rent of any kind accrued and unpaid at the time of termination. Nothing contained in this Lease shall, however, limit or prejudice the right of Landlord to prove and obtain in proceedings for bankruptcy or insolvency by reason of the termination of this Lease, an amount equal to the maximum allowed by any statute or rule of law in effect at the time when, and governing the proceedings in which, the damages are to be proved, whether or not the amount be greater, equal to, or less than the amount of the loss or damages referred to above.

TENANT'S OBLIGATIONS AFTER TERMINATION. In the event that this Lease is terminated under any of the provisions contained in Section 9.1 or shall be otherwise terminated for breach of any obligation of Tenant, Tenant covenants to pay forthwith to LandlordLandlord all amounts theretofore owing to Landlord under the Lease, together with, as compensation, the excess (discounted to present value at the prime rate then being offered by the largest commercial bank in the United States) of the total rent due reserved for the residue of the Term over the fair market rental value of the Premises for said residue of the Term. In calculating the rent reserved, there shall be included, in addition to the Annual Base Rent and all additional rent, the value of all other consideration agreed to be paid or performed by Tenant for said residue. Tenant further covenants as an additional and cumulative obligation after any such ending to pay punctually to Landlord all the sums and perform all the obligations which Tenant covenants in this Lease to pay and to perform in the same manner and to the same extent and at the same time as if this Lease had not been terminated; however. In calculating the amounts to be paid by Tenant under the next foregoing covenant, Tenant shall be credited with any amount paid to Landlord as compensation 37 as provided in the first sentence of this Section 8.3 9.2 and also with the net proceeds of any rents obtained by Landlord by reletting the Premises, after deducting all Landlord's reasonable expenses in connection with such reletting, including, without implied limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting, it being agreed by Tenant that Landlord may (i) relet the Premises or any part or parts thereof on for a term or terms which may at Landlord's option be equal to or less than or exceed the period which would otherwise have constituted the balance of the Term and may grant such terms concessions and free rent as Landlord seems fit, in its commercially reasonable judgment considers advisable or necessary to relet the same and (ii) make such alterations or alterations, repairs and decorations in the Premises as Landlord in its sole commercially reasonable judgment considers advisable or necessary to relet the same for the Permitted Uses, and no action of Landlord in accordance with the foregoing or failure to relet or to collect rent under reletting shall operate or be construed to release or reduce Tenant's liability as aforesaid. Nothing contained in this Lease shall, however, limit or prejudice the right of Landlord to prove and obtain in proceedings for bankruptcy or insolvency by reason of the termination of this Lease, an amount equal to the maximum allowed by any statute or rule of law in effect at the time when, and governing the proceedings in which, the damages are to be proved, whether or not the amount be greater, equal to, or less than the amount of the loss or damages referred to above.

TENANT'S OBLIGATIONS AFTER TERMINATION. In the event that this Lease is terminated under any of the provisions contained in Section 9.1 or shall be otherwise terminated for breach of any obligation of Tenant, Tenant covenants to pay forthwith to LandlordLandlord all amounts theretofore owing to Landlord under the Lease, together with, as compensation, the excess (discounted to present value at the prime rate then being offered by the largest commercial bank in the United States) of the total rent due reserved for the residue of the Term over the fair market rental value of the Premises for said residue of the Term. In calculating the rent reserved, there shall be included, in addition to the Annual Base Rent and all additional rent, the value of all other consideration agreed to be paid or performed by Tenant for said residue. Tenant further covenants as an additional and cumulative obligation after any such ending to pay punctually to Landlord all the sums and perform all the obligations which Tenant covenants in this Lease to pay and to perform in the same manner and to the same extent and at the same time as if this Lease had not been terminated; however. In calculating the amounts to be paid by Tenant under the next foregoing covenant, Tenant shall be credited with any amount paid to Landlord as compensation as provided in the first sentence of this Section 8.3 9.2 and also with the net proceeds of any rents obtained by Landlord by reletting the Premises, after deducting all Landlord's ’s reasonable expenses in connection with such reletting, including, without implied limitation, all repossession costs, brokerage commissions, reasonable fees for legal services and expenses of preparing the Premises for such reletting, it being agreed by Tenant that Landlord may (i) relet the Premises or any part or parts thereof on for a term or terms which may at Landlord’s option be equal to or less than or exceed the period which would otherwise have constituted the balance of the Term and may grant such terms concessions and free rent as Landlord seems fit, in its commercially reasonable judgment considers advisable or necessary to relet the same and (ii) make such alterations or alterations, repairs and decorations in the Premises as Landlord in its sole commercially reasonable judgment considers advisable or necessary to relet the same for the Permitted Uses, and no action of Landlord in accordance with the foregoing or failure to relet or to collect rent under reletting shall operate or be construed to release or reduce Tenant's ’s liability as aforesaid. Nothing contained in this Lease shall, however, limit or prejudice the right of Landlord to prove and obtain in proceedings for bankruptcy or insolvency by reason of the termination of this Lease, an amount equal to the maximum allowed by any statute or rule of law in effect at the time when, and governing the proceedings in which, the damages are to be proved, whether or not the amount be greater, equal to, or less than the amount of the loss or damages referred to above.

TENANT'S OBLIGATIONS AFTER TERMINATION. In the event that this Lease is terminated under any of the provisions contained in Section 9.1 or shall be otherwise terminated for breach of any obligation of Tenant, Tenant covenants as follows: (a) to pay forthwith to Landlord, as compensation, a lump sum equal to the excess (discounted to present value at the prime rate then being offered by the largest commercial bank in the United States) of the total rent due reserved for the residue of the Term, discounted to the non- collable U.S. Treasury Bond rate nearest maturity to the Term over Expiration Date less the fair market rental Fair Market Rent for the Premises at the time of such default as determined pursuant to Exhibit P hereof. In calculating the rent reserved, there shall be included, in addition to the Fixed Rent and all additional rent, the value of all other consideration agreed to be paid or performed by Tenant for said residue, less the net proceeds of any rents obtained by Landlord in reletting the Premises as provided in (b)(ii) below; and (b) And, to the extent not received in (a) above (including Landlord’s inability to lease the Premises after using reasonable efforts to do so, as hereinafter provided, and Landlord is therefore unable to collect rental proceeds for said residue of the Term. Tenant further covenants Premises) or to the extent Landlord elects, in its sole discretion, to proceed under this subparagraph (b) rather than subparagraph (a), as an additional and cumulative obligation, to pay punctually to Landlord all of the sums and perform all of the obligations which Tenant covenants in this Lease to pay and to perform in the same manner and to the same extent and at the same time as if this Lease had not been terminated; however. In calculating the amounts to be paid by Tenant under this subclause (b), Tenant shall be credited with with: (i) any amount paid to Landlord as compensation as provided in the first sentence subclause (a) of this Section 8.3 9.2 (if Landlord elects to proceed pursuant to subclause (a)); and also with (ii) the net proceeds of any rents obtained by Landlord by reletting the Premises, after deducting all of Landlord's ’s reasonable expenses in connection with such reletting, including, without implied limitation, which shall consist of all repossession costs, brokerage commissions, fees for legal services services, and any other expenses of preparing to repair the Premises for such relettingto the condition which Tenant is obligated to maintain the Premises. Landlord agrees to use commercially reasonable efforts to relet the Premises following termination provided, it being agreed by Tenant however, that Landlord Landlord: (x) may relet the Premises or any part or parts thereof on for a term or terms which may, at Landlord’s option, be equal to or less than or exceed the period which would otherwise have constituted the balance of the Term, and may grant such terms concessions and free rent as Landlord seems fit, and in its reasonable judgment considers advisable or necessary to relet same; (y) may make such alterations or alterations, repairs and decorations in the Premises as Landlord Landlord, in its sole judgment reasonable judgment, considers advisable or necessary to relet the same same, and (z) Landlord shall have no action duty to relet the Premises to a prospective tenant who is also interested in leasing other space that Landlord (or its affiliate(s)) then has available in the Park, except that Landlord shall advise a prospective tenant of the availability of the Premises for rent where reasonable to do so. So long as at least twelve (12) months of the Term remain unexpired at the time of such termination, in lieu of any other damages of indemnity and in lieu of full recovery by Landlord of all sums payable under all the foregoing provisions of this Section 9.2, Landlord may, by written notice to Tenant, at any time after this Lease is terminated under any of the provisions contained in Section 9.1, or is otherwise terminated for breach of any obligation of Tenant and before such full recovery, elect to recover, and Tenant shall thereupon pay, as liquidated damages, an amount equal to the aggregate of the Fixed Rent and additional rent accrued under Article IV in the twelve (12) months ended next prior to such termination (or if the Term has not yet commenced, the Fixed Rent and additional rent that would be due for said time period) plus the amount of Fixed Rent and additional rent of any kind accrued and unpaid at the time of termination and less the amount of any recovery by Landlord under the foregoing provisions of this Section 9.2 up to the time of payment of such liquidated damages. Nothing contained in this Lease shall, however, limit or prejudice the right of Landlord to prove and obtain in accordance with proceedings for bankruptcy or insolvency by reason of the foregoing termination of this Lease, an amount equal to the maximum allowed by any statute or failure rule of law in effect at the time when, and governing the proceedings in which, the damages are to relet be proved, whether or not the amount be greater, equal to, or less than the amount of the loss or damages referred to collect rent under reletting shall operate or be construed to release or reduce Tenant's liability as aforesaidabove.

TENANT'S OBLIGATIONS AFTER TERMINATION. In the event that this Lease is terminated for breach of any obligation in accordance with its terms as a result of Tenant’s default, Tenant covenants to pay forthwith to Landlord, as compensation, the excess (discounted to present value at the prime rate then being offered by the largest commercial bank in the United States) of the total rent due reserved for the residue of the Term over the fair market rental value of the Premises for said residue of the Term. In calculating the rent reserved and the rental value, there shall be included, in addition to the Base Rent and all Additional Rent, the value of all other consideration agreed to be paid or performed by Tenant for said residue. Tenant further covenants as an additional and cumulative obligation after any such termination to pay punctually to Landlord all the sums and perform all the obligations which Tenant covenants in this Lease to pay and to perform in the same manner and to the same extent and at the same time as if this Lease had not been terminated; however. In calculating the amounts to be paid by Tenant under the next foregoing covenant, Tenant shall be credited with any amount paid to Landlord as compensation as provided in the first sentence of this Section 8.3 9.2 and also with the net proceeds of any rents obtained by Landlord by reletting the Premises, after deducting all Landlord's ’s reasonable and actually incurred expenses in connection with such reletting, including, without implied limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting, it being agreed by Tenant that Landlord may (i) relet the Premises or any part or parts thereof on for a term or terms which may at Landlord’s option be equal to or less than or exceed the period which would otherwise have constituted the balance of the Term and may grant such terms concessions and free rent as Landlord seems fit, in its reasonable judgment considers advisable or necessary to relet the same and (ii) make such alterations or alterations, repairs and decorations in the Premises as Landlord in its sole judgment considers advisable or necessary to relet the same same, and no action of Landlord in accordance with the foregoing or failure to relet or to collect rent under reletting shall operate or be construed to release or reduce Tenant's ’s liability as aforesaid. Nothing contained in this Lease shall, however, limit or prejudice the right of Landlord to prove and obtain in proceedings for bankruptcy or insolvency by reason of the termination of this Lease, an amount equal to the maximum allowed by any statute or rule of law in effect at the time when, and governing the proceedings in which, the damages are to be proved, whether or not the amount be greater, equal to, or less than the amount of the loss or damages referred to above.

TENANT'S OBLIGATIONS AFTER TERMINATION. In the event that this Lease is terminated under any of the provisions contained in Section 9.1 or shall be otherwise terminated for breach of any obligation of Tenant, Tenant covenants as follows: (a) to pay forthwith to Landlord, as compensation, a lump sum equal to the excess difference between (discounted to present value at the prime rate then being offered by the largest commercial bank in the United Statesi) of the total rent due reserved for the residue of the Term over Term, and (ii) the fair market rental value of the Premises for said the residue of the Term. In calculating the rent reserved, there shall be included, in addition to the Fixed Rent and all additional rent, the value of all other consideration agreed to be paid or performed by Tenant further covenants for said residue, less the net proceeds of any rents obtained by Landlord in reletting the Premises as provided in (b)(ii) below; and (b) and, to the extent not received in (a) above or the extent Landlord elects, in its sole discretion, to proceed under this subparagraph (b) rather than subparagraph (a), as an additional and cumulative obligation, to pay punctually to Landlord all of the sums and perform all of the obligations which Tenant covenants in this Lease to pay and to perform in the same manner and to the same extent and at the same time as if this Lease had not been terminated; however. In calculating the amounts to be paid by Tenant under this subclause (b), Tenant shall be credited with with: (i) any amount paid to Landlord as compensation as provided in the first sentence subclause (a) of this Section 8.3 9.2 (if Landlord elects to proceed pursuant to subclause (a)); and also with (ii) the net proceeds of any rents obtained by Landlord by reletting the Premises, after deducting all of Landlord's ’s reasonable expenses in connection with such reletting, including, without implied limitation, all repossession costs, brokerage commissions, tenant improvements costs paid or tenant improvement allowances granted, fees for legal services services, and any other expenses of reletting the Premises or preparing the Premises for such relettingthe new tenant or tenants. Landlord agrees to use commercially reasonable efforts to relet the Premises following termination provided, it being agreed by Tenant however, that Landlord Landlord: (x) may relet the Premises or any part or parts thereof on such for a term or terms as Landlord seems fitwhich may, at Landlord’s option, be equal to or less than or exceed the period which would otherwise have constituted the balance of the Term, and make may grant such alterations or repairs in the Premises concessions and free rent as Landlord in its sole judgment considers advisable or necessary to relet same; (y) may make such alterations, repairs and decorations in the Premises as Landlord, in its reasonable judgment, considers advisable or necessary to relet the same same, and no action of Landlord in accordance with the foregoing sub clauses (x) and/or (y), or Landlord’s failure to relet or to collect the rent under reletting through reletting, shall operate or be construed to release or reduce Tenant's ’s liability as aforesaid; and (z) shall have no duty to relet the Premises to a prospective tenant who is also interested in leasing other space that Landlord (or its affiliate(s)) then has available. So long as at least twelve (12) months of the Term remain unexpired at the time of such termination, in lieu of any other damages of indemnity and in lieu of full recovery by Landlord of all sums payable under all the foregoing provisions of this Section 9.2, Landlord may, by written notice to Tenant, at any time after this Lease is terminated under any of the provisions contained in Section 9.1, or is otherwise terminated for breach of any obligation of Tenant and before such full recovery, elect to recover, and Tenant shall thereupon pay, as liquidated damages, an amount equal to the aggregate of the Fixed Rent and additional rent accrued under Article 4 in the twelve (12) months ended next prior to such termination (or if the Term has not yet commenced, the Fixed Rent and additional rent that would be due for said time period) plus the amount of Fixed Rent and additional rent of any kind accrued and unpaid at the time of termination. Nothing contained in this Lease shall, however, limit or prejudice the right of Landlord to prove and obtain in proceedings for bankruptcy or insolvency by reason of the termination of this Lease, an amount equal to the maximum allowed by any statute or rule of law in effect at the time when, and governing the proceedings in which, the damages are to be proved, whether or not the amount be greater, equal to, or less than the amount of the loss or damages referred to above.

TENANT'S OBLIGATIONS AFTER TERMINATION. In the event that this Lease is terminated under any of the provisions contained in Section 9.1 or shall be otherwise terminated for breach of any obligation of Tenant, Tenant covenants as follows: (a) to pay forthwith to Landlord, as compensation, the excess (discounted a lump sum equal to present value at the prime rate then being offered by the largest commercial bank in the United States) of the total rent due reserved for the residue of the Term over Term. In calculating the fair market rental rent reserved, there shall be included, in addition to the Fixed Rent and all additional rent, the value of all other consideration agreed to be paid or performed by Tenant for said residue, less the net proceeds of any rents obtained by Landlord in reletting the Premises for said residue of as provided in (b)(ii) below; and (b) and, to the Term. Tenant further covenants extent not received in (a) above or to the extent Landlord elects, in its sole discretion to proceed under this subparagraph (b) rather than subparagraph (a), as an additional and cumulative obligation, to pay punctually to Landlord all of the sums and perform all of the obligations which Tenant covenants in this Lease to pay and to perform in the same manner and to the same extent and at the same time as if this Lease had not been terminated; however. In calculating the amounts to be paid by Tenant under this subclause (b), Tenant shall be credited with with: (i) any amount paid to Landlord as compensation as provided in the first sentence sub clause (a) of this Section 8.3 9.2 (if Landlord elects to proceed pursuant to subclause (a)); and also with (ii) the net proceeds of any rents obtained by Landlord by reletting the Premises, after deducting all of Landlord's ’s expenses in connection with such reletting, including, without implied limitation, all repossession costs, brokerage commissions, tenant improvements costs paid, tenant improvement allowances, or rent abatement granted, fees for legal services services, and any other expenses of reletting the Premises or preparing the Premises for such relettingthe new tenant or tenants. Landlord agrees to use commercially reasonable efforts to relet the Premises following termination provided, it being agreed by Tenant however, that Landlord Landlord, in good faith: (x) may relet the Premises or any part or parts thereof on such for a term or terms as Landlord seems fitwhich may, at Landlord’s option, be equal to or less than or exceed the period which would otherwise have constituted the balance of the Term, and make may grant such alterations or repairs in the Premises concessions and rent abatement as Landlord in its sole judgment considers advisable or necessary to relet same; (y) may make such alterations, repairs and decorations in the Premises as Landlord, in its judgment, considers advisable or necessary to relet the same same, and no action of Landlord in accordance with the foregoing sub clauses (x) and/or (y), or Landlord’s failure to relet or to collect the rent under through reletting after having used commercially reasonable efforts, shall operate or be construed to release or reduce Tenant's ’s liability as aforesaid; and (z) shall have no duty to relet the Premises to a prospective tenant who first expressed interest in leasing other space that Landlord (or its affiliate(s)) then has available. So long as at least twelve (12) months of the Term remain unexpired at the time of such termination, in lieu of any other damages of indemnity and in lieu of full recovery by Landlord of all sums payable under all the foregoing provisions of this Section 9.2, Landlord may, by written notice to Tenant, at any time after this Lease is terminated under any of the provisions contained in Section 9.1, or is otherwise terminated for breach of any obligation of Tenant and before such full recovery, elect to recover, and Tenant shall thereupon pay, as liquidated damages, an amount equal to the aggregate of the Fixed Rent and additional rent accrued under Article IV in the twelve (12) months ended next prior to such termination (or if the Term has not yet commenced, the Fixed Rent and additional rent that would be due for said time period) plus the amount of Fixed Rent and additional rent of any kind accrued and unpaid at the time of termination and less the amount of any recovery by Landlord under the foregoing provisions of this Section 9.2 up to the time of payment of such liquidated damages. Nothing contained in this Lease shall, however, limit or prejudice the right of Landlord to prove and obtain in proceedings for bankruptcy or insolvency by reason of the termination of this Lease, an amount equal to the maximum allowed by any statute or rule of law in effect at the time when, and governing the proceedings in which, the damages are to be proved, whether or not the amount be greater, equal to, or less than the amount of the loss or damages referred to above.

TENANT'S OBLIGATIONS AFTER TERMINATION. 9.2.1 In the event that this Lease is terminated under any of the provisions contained in Section 9.1 or shall be otherwise terminated for breach of any obligation of Tenant, Tenant covenants to pay forthwith to Landlord, as compensation, the excess (discounted to present value at the prime rate then being offered by the largest commercial bank in the United States) of the total rent due reserved for the residue of the Term (discounted over the balance of the lease term at a rate of six (6%) percent) over the fair market rental value of the Premises for said residue of the Term. In calculating the rent reserved there shall be included, in addition to the fixed rent and all additional rent, the value of all other considerations agreed to be paid or performed by Tenant for said residue. Tenant further covenants as an additional and cumulative obligation after any such termination to pay punctually to Landlord all the sums and perform all the obligations which Tenant covenants in this Lease to pay and to perform in the same manner and to the same extent and at the same time as if this Lease had not been terminated; however. In calculating the amounts to be paid by 30 Tenant under paragraph 9.2.2 below, Tenant shall be credited with any amount paid to Landlord as compensation as provided in the first sentence of accordance with this Section 8.3 9.2 and also with the net proceeds of any rents rent obtained by Landlord by reletting the Premises, after deducting all Landlord's expenses in connection with such reletting, including, without implied limitation, all repossession costs, brokerage commissions, fees for legal services and expenses expense of preparing the Premises for such reletting, it being agreed by . Tenant agrees that Landlord may (i) relet the Premises or any part or parts thereof on thereof, for a term or terms which may at Landlord's option be equal to, less than, or greater than the period which would otherwise have constituted the balance of the Term and may grant such terms concessions and free rent as Landlord seems fitin its sole judgment considers advisable or necessary to relet the same, and (ii) make such alterations or alterations, repairs and decorations in the Premises as Landlord in its sole judgment considers advisable or necessary to relet the same and no same. Any action of Landlord in accordance with the foregoing this Section 9.2 or any failure of Landlord to relet or to collect rent under after reletting shall not operate or be construed to release or reduce Tenant's liability as aforesaid. 9.2.2 In lieu of any other damages or indemnity and in lieu of full recovery by Landlord of all sums payable under paragraph 9.2.1 above, Landlord may by written notice to Tenant, at any time after this Lease is terminated under any of the provisions contained in Section 9.1 or is otherwise terminated for breach of any obligation of Tenant and before such full recovery, elect to recover, and Tenant shall thereupon pay, as liquidated damages, an amount equal to the aggregate of the fixed rent and additional rent accrued under Article IV in the twelve (12) months ended next prior to such termination plus the amount of fixed rent and additional rent of any kind accrued and unpaid at the time of termination and less the amount of any recovery by Landlord under paragraph 9.2.1 up to the time of payment of such liquidated damages. Nothing contained in this Lease shall limit or prejudice the right of Landlord to prove for and obtain in proceedings for bankruptcy or insolvency, by reason of the termination of this Lease, an amount equal to the maximum allowed by any statue or rule of law in effect at the time when, and governing the proceedings in which, the damages are to be proved, whether or not the amount be greater than, equal to, or less than the amount of the loss or damages referred to above.

TENANT'S OBLIGATIONS AFTER TERMINATION. In the event that this Lease is terminated under any of the provisions contained in Section 9.1 or shall be otherwise terminated for breach of any obligation of Tenant, Tenant covenants to pay forthwith to Landlord, as compensation, the excess (discounted to present value at the prime rate then being offered by the largest commercial bank in the United States) of the total rent due reserved for the residue of the Term over the fair market rental value of the Premises for said residue of the Term. In calculating the rent reserved, there shall be included, in addition to the Annual Rent and all additional rent, the value of all other consideration agreed to be paid or performed by Tenant for said residue. Tenant further covenants as an additional and cumulative obligation after any such ending to pay punctually to Landlord all the sums and perform all the obligations which Tenant covenants in this Lease to pay and to perform in the same manner and to the same extent and at the same time as if this Lease had not been terminated; however. In calculating the amounts to be paid by Tenant under the next foregoing covenant, Tenant shall be credited with any amount paid to Landlord as compensation as provided in the first sentence of this Section 8.3 9.2 and also with the net proceeds of any rents obtained by Landlord by reletting the Premises, after deducting all Landlord's expenses in connection with such reletting, including, without implied limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting, it being agreed by Tenant that Landlord may (a) relet the Premises or any part or parts thereof on for a term or terms which may at Landlord's option be equal to or less than or exceed the period which would otherwise have constituted the balance of the term and may grant such terms concessions and free rent as Landlord seems fit, in its sole judgment considers advisable or necessary to relet the same and (b) make such alterations or alterations, repairs and decorations in the Premises as Landlord in its sole judgment considers advisable or necessary to relet the same same, and no action of Landlord in accordance with the foregoing or failure to relet or to collect rent under reletting shall operate or be construed to release or reduce Tenant's liability as aforesaid. Nothing contained in this Lease shall, however, limit or prejudice the right of Landlord to prove and obtain in proceedings for bankruptcy or insolvency by reason of the termination of this Lease, an amount equal to the maximum allowed by any statute or rule of law in effect at the time when, and governing the proceedings in which, the damages are to be proved, whether or not the amount be greater, equal to, or less than the amount of the loss or damages referred to above.

TENANT'S OBLIGATIONS AFTER TERMINATION. (a) In the event that this Lease is terminated under any of the provisions of Section 9.1 or is otherwise terminated for breach of any obligation of Tenant, Tenant covenants to pay forthwith to Landlord, as compensation, the excess (discounted to present value at the prime rate then being offered by the largest commercial bank in the United States) of the total rent due reserved for the residue of the Term (discounted over the balance of the Term at a rate of four percent (4%)) over the fair market rental value of the Premises for said residue of the Term. In calculating the rent reserved there shall be included, in addition to the fixed rent and all additional rent, the value of all other considerations agreed to be paid or performed by Xxxxxx for said residue. Tenant further covenants as an additional and cumulative obligation after any such termination to pay punctually to Landlord all the sums and perform all the obligations which Tenant covenants in this Lease to pay and to perform in the same manner and to the same extent and at the same time as if this Lease had not been terminated; however. In calculating the amounts to be paid by Tenant under paragraph 9.2(b) below, Tenant shall be credited with any amount paid to Landlord as compensation as provided in the first sentence of accordance with this Section 8.3 9.2 and also with the net proceeds of any rents rent obtained by Landlord by reletting the Premises, after deducting all of Landlord's expenses in connection with such reletting, including, without implied limitation, all repossession costs, brokerage commissions, fees for legal services and expenses expense of preparing the Premises for such reletting, it being agreed by . Tenant agrees that Landlord may (i) relet the Premises or any part or parts thereof on for a term or terms which may, at Landlord's option, be equal to, less than or greater than the period which would otherwise have constituted the balance of the Term and may grant such terms concessions and free rent as Landlord seems fitLandlord, and make such alterations or repairs in the Premises as Landlord in its sole judgment judgment, considers advisable or necessary to relet the same same, and no (ii) make such alterations, repairs and decorations in or to the Premises as Landlord, in its sole judgment, considers advisable or necessary to relet the same. Any action of Landlord in accordance with the foregoing this Section 9.2 or any failure of Landlord to relet or to collect rent under after reletting shall not operate or be construed to release or reduce Tenant's liability as aforesaid. (b) In lieu of any other damages or indemnity and in lieu of full recovery by Landlord of all sums payable under paragraph 9.2(a) above, Landlord may, by written notice to Tenant, at any time after this Lease is terminated under any of the provisions contained in Section 9.1 or is otherwise terminated for breach of any obligation of Tenant and before such full recovery, elect to recover, and Tenant shall thereupon pay, as liquidated damages, an amount equal to the aggregate of the fixed rent and additional rent accrued under Article IV in the twelve (12) months ended next prior to such termination plus the amount of fixed rent and additional rent of any kind accrued and unpaid at the time of termination and less the amount of any recovery by Landlord under paragraph 9.2(a) up to the time of payment of such liquidated damages. (c) Nothing contained in this Lease shall limit or prejudice the right of Landlord to prove for an obtain in proceedings for bankruptcy or insolvency, by reason of the termination of this Lease, an amount equal to the maximum allowed by any statute or rule of law in effect at the time when, and governing the proceedings in which, the damages are to be proved, whether or not the amount be greater than, equal to, or less than the amount of the loss or damaged referred to above.

TENANT'S OBLIGATIONS AFTER TERMINATION. In the event that this Lease is terminated under any of the provisions contained in Section 9.1 or shall be otherwise terminated for breach of any obligation of Tenant, Tenant covenants to pay forthwith to Landlord, as compensation, (i) the excess (discounted to present value at the prime rate then being offered by the largest commercial bank in the United States) of the total rent due reserved for the residue of the Term over the fair market rental value of the Premises for said residue of the TermTerm and (ii) the unamortized portion of the actual out-of-pocket costs and expenses incurred by Landlord in completing Landlord's Work and fees and commissions paid to the Broker, amortized on a straight-line reduction basis from 100% to 0% over the Term of the Lease set forth in Section 1.1 hereof. In calculating the rent reserved, there shall be included, in addition to the Annual Rent and all additional rent, the value of all other consideration agreed to be paid or performed by Tenant for said residue. Tenant further covenants as an additional axx xxxulative obligation after any such ending to pay punctually to Landlord all the sums and perform all the obligations which Tenant covenants in this Lease to pay and to perform in the same manner and to the same extent and at the same time as if this Lease had not been terminated; however. In calculating the amounts to be paid by Tenant under the next foregoing covenant, Tenant shall be credited with any amount paid to Landlord as compensation as provided in the first sentence of this Section 8.3 9.2 and also with the net proceeds of any rents obtained by Landlord by reletting the Premises, after deducting all Landlord's expenses in connection with such reletting, including, without implied limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting, it being agreed by Tenant that Landlord may (i) relet the Premises or any part or parts thereof on for a term or terms which may at Landlord's option be equal to or less than or exceed the period which would otherwise have constituted the balance of the Term and may grant such terms concessions and free rent as Landlord seems fit, in its sole judgment considers advisable or necessary to relet the same and (ii) make such alterations or alterations, repairs and decorations in the Premises as Landlord in its sole judgment considers advisable or necessary to relet the same same, and no action of Landlord in accordance with the foregoing or failure to relet or to collect rent under reletting shall operate or be construed to release or reduce Tenant's liability as aforesaid. Nothing contained in this Lease shall, however, limit or prejudice the right of Landlord to prove and obtain in proceedings for bankruptcy or insolvency by reason of the termination of this Lease, an amount equal to the maximum allowed by any statute or rule of law in effect at the time when, and governing the proceedings in which, the damages are to be proved, whether or not the amount be greater, equal to, or less than the amount of the loss or damages referred to above.

TENANT'S OBLIGATIONS AFTER TERMINATION. In the event that this Lease is terminated under any of the provisions contained in Section 9.1 or shall be otherwise terminated for breach of any obligation of Tenant, Tenant covenants to pay forthwith to Landlord, as compensation, the excess (discounted to present value at the prime rate then being offered by the largest commercial bank in the United States) of the total rent due reserved for the residue of the Term over the fair market rental value of the Premises for said residue of the TermTerm as reasonably determined by Landlord. In calculating the rent reserved, there shall be included, in addition to the Annual Base Rent and all additional rent, the value of all other consideration agreed to be paid or performed by Xxxxxx for said residue. Tenant further covenants as an additional and cumulative obligation after any such ending to pay punctually to Landlord all the sums (including without limitation, Annual Base Rent and additional rent) and perform all the obligations which Tenant covenants in this Lease to pay and to perform in the same manner and to the same extent and at the same time as if this Lease had not been terminated; however. In calculating the amounts to be paid by Tenant under the immediately preceding sentence, Tenant shall be credited with any amount paid to Landlord as compensation as provided in the first sentence of this Section 8.3 9.2 and also with the net proceeds of any rents obtained by Landlord by reletting the Premises, after deducting all Landlord's ’s expenses in connection with such reletting, including, without implied limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting, it being agreed by Tenant that Landlord may (i) relet the Premises or any part or parts thereof on for a term or terms which may at Landlord’s option be equal to or less than or exceed the period which would otherwise have constituted the balance of the Term and may grant such terms concessions and free rent as Landlord seems fit, in its sole judgment considers advisable or necessary to relet the same and (ii) make such alterations or alterations, repairs and decorations in the Premises as Landlord in its sole judgment considers advisable or necessary to relet the same same, and no action of Landlord in accordance with the foregoing or failure to relet or to collect rent under reletting shall operate or be construed to release or reduce Tenant's ’s liability as aforesaid. Landlord shall have no obligation to relet the Premises. In lieu of full recovery by Landlord of all sums payable under the foregoing provisions of this Section 9.2, Landlord may by written notice to Tenant, at any time after this Lease is terminated under any of the provisions contained in Section 9.1, or is otherwise terminated for breach of any obligation of Tenant and before such full recovery, elect to recover and Tenant shall thereupon pay, as liquidated damages, an amount equal to the sum of (A) the amount of Annual Base Rent and additional rent of any kind accrued and unpaid at the time of termination, plus (B) an amount equal to the product of (x) six (6) multiplied by (y) the aggregate of the Annual Base Rent and additional rent accrued under Article IV in the month ended next prior to such termination. Nothing contained in this Lease shall, however, limit or prejudice the right of Landlord to prove and obtain in proceedings for bankruptcy or insolvency by reason of the termination of this Lease, an amount equal to the maximum allowed by any statute or rule of law in effect at the time when, and governing the proceedings in which, the damages are to be proved, whether or not the amount be greater, equal to, or less than the amount of the loss or damages referred to above. Landlord shall not be deemed to be in default in the performance of any of its obligations hereunder unless it shall fail to perform such obligations and such failure shall continue for a period of thirty (30) days following receipt of notice from Tenant or such additional time as is reasonably required to correct any such default after notice has been given by Tenant to Landlord specifying the nature of Landlord’s alleged default. Tenant shall have no right to terminate this Lease for any default by Landlord hereunder and, subject to the provisions of Section 5.2, no right, for any such default, to offset or counterclaim against any rent due hereunder.

TENANT'S OBLIGATIONS AFTER TERMINATION. In the event that this Lease is terminated under any of the provisions contained in Section 9.1 of this Lease or shall be otherwise lawfully terminated for breach of any obligation of Tenant, Tenant covenants to pay forthwith to Landlord, as compensationliquidated damages, the excess (discounted to present value at of the prime rate then being offered by the largest commercial bank in the United States) excess of the total rent due reserved for the residue of the Term over the fair market rental value of the Premises for said residue of the Term, calculated using a commercially reasonable discount rate. In calculating the rent reserved, there shall be included, in addition to the Annual Base Rent and all additional rent, the value of all other consideration agreed to be paid or performed by Tenaxx xxx said residue. Until Landlord demands such liquidated damages, Tenant further covenants after any such termination to pay punctually to Landlord all the sums and perform all the obligations which Tenant covenants in this Lease to pay and to perform in the same manner and to the same extent and at the same time as if this Lease had not been terminated; however. In calculating the amounts to be paid by Tenaxx -48- 49 under the next foregoing covenant, Tenant shall be credited with any amount paid to Landlord as compensation as provided in the first sentence of this Section 8.3 and also with the net proceeds of any rents obtained by Landlord by reletting the Premises, after deducting all Landlord's expenses in connection with such reletting, including, without implied limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting, it being agreed by Tenant that Landlord may (i) relet the Premises or any part or parts thereof on for a term or terms which may at Landlord's option be equal to or less than or exceed the period which would otherwise have constituted the balance of the Term and may grant such terms concessions and free rent as Landlord seems fit, in its sole judgment considers advisable or necessary to relet the same and (ii) make such alterations or alterations, repairs and decorations in the Premises as Landlord in its sole judgment considers advisable or necessary to relet the same same, and no action of Landlord in accordance with the foregoing or failure to relet or to collect rent under reletting shall operate or be construed to release or reduce Tenant's liability as aforesaid; provided, however, that if Landlord uses or permits any person or entity in control of, under common control with or controlled by Landlord to use the Premises during any part of the balance of the Term or Extended Term, no less than the fair rental value of the Premises during such period of use shall be credited against all sums due from Tenant. Nothing contained in this Lease shall, however, limit or prejudice the right of Landlord to prove and obtain in proceedings for bankruptcy or insolvency by reason of the termination of this Lease an amount equal to the maximum allowed by any statute or rule of law in effect at the time when, and governing the proceedings in -49- 50 which, the damages are to be proved, whether or not the amount be greater, equal to or less than the amount of the loss or damages referred to above.

TENANT'S OBLIGATIONS AFTER TERMINATION. In the event that this Lease is terminated under any of the provisions contained in Section 9.1 or shall be otherwise terminated for breach of any obligation of Tenant, Tenant covenants to pay forthwith to Landlord, as compensation, the excess (discounted to present value at the prime rate then being offered by the largest commercial bank in the United States) of the total rent due reserved for the residue of the Term over the fair market rental value of the Premises for said residue of the Term. In calculating the rent reserved and the rental value, there shall be included, in addition to the Base Rent and all Additional Rent, the value of all other consideration agreed to be paid or performed by Tenant for said residue. Tenant further covenants as an additional and cumulative obligation after any such termination to pay punctually to Landlord all the sums and perform all the obligations which Tenant covenants in this Lease to pay and to perform in the same manner and to the same extent and at the same time as if this Lease had not been terminated; however. In calculating the amounts to be paid by Tenant under the next foregoing covenant, Tenant shall be credited with any amount paid to Landlord as compensation as provided in the first sentence of this Section 8.3 9.2 and also with the net proceeds of any rents obtained by Landlord by reletting the Premises, after deducting all Landlord's reasonable expenses in connection with such reletting, including, without implied limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting, it being agreed by Tenant that Landlord may (i) relet the Premises or any part or parts thereof on for a term or terms which may at Landlord's option be equal to or less than or exceed the period which would otherwise have constituted the balance of the Term and may grant such terms concessions and free rent as Landlord seems fit, in its reasonable judgment considers advisable or necessary to relet the same and (ii) make such alterations or alterations, repairs and decorations in the Premises as Landlord in its sole judgment considers advisable or necessary to relet the same same, and no action of Landlord in accordance with the foregoing or failure to relet or to collect rent under reletting shall operate or be construed to release or reduce Tenant's liability as aforesaid. Nothing contained in this Lease shall, however, limit or prejudice the right of Landlord to prove and obtain in proceedings for bankruptcy or insolvency by reason of the termination of this Lease, an amount equal to the maximum allowed by any statute or rule of law in effect at the time when, and governing the proceedings in which, the damages are to be proved, whether or not the amount be greater, equal to, or less than the amount of the loss or damages referred to above.

TENANT'S OBLIGATIONS AFTER TERMINATION. In the event that this Lease is terminated under any of the provisions contained in Section 9.1 or shall be otherwise terminated for breach of any obligation of Tenant, Tenant covenants to pay forthwith to Landlord, as compensation, the excess (discounted to present value at the prime rate then being offered by the largest commercial bank in the United States) of the total rent due reserved for the residue of the Term over the fair market rental value of the Premises for said residue of the Term. In calculating the rent reserved and the rental value, there shall be included, in addition to the Base Rent and all Additional Rent, the value of all other consideration agreed to be paid or performed by Tenant for said residue. Tenant further covenants as an additional and cumulative obligation after any such termination to pay punctually to Landlord all the sums and perform all the obligations which Tenant covenants in this Lease to pay and to perform in the same manner and to the same extent and at the same time as if this Lease had not been terminated; however. In calculating the amounts to be paid by Tenant under the next foregoing covenant, Tenant shall be credited with any amount paid to Landlord as compensation as provided in the first sentence of this Section 8.3 9.2 and also with the net proceeds of any rents obtained by Landlord by reletting the Premises, after deducting all Landlord's reasonable expenses in connection with such reletting, including, without implied limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting, it being agreed by Tenant that Landlord may (i) relet the Premises or any part or parts thereof on such terms as Landlord seems fit, and make such alterations or repairs in the Premises as Landlord in its sole judgment considers necessary to relet the same and no action of Landlord in accordance with the foregoing or failure to relet or to collect rent under reletting shall operate or be construed to release or reduce Tenant's liability as aforesaid.the

TENANT'S OBLIGATIONS AFTER TERMINATION. In the event that this Lease is terminated under any of the provisions contained in Section 9.1 or shall be otherwise terminated for breach of any obligation of Tenant, Tenant covenants as follows: (a) to pay forthwith to Landlord, as compensation, a lump sum equal to the excess (discounted to present value at the prime rate then being offered by the largest commercial bank in the United States) of the total rent due reserved for the residue of the Term over discounted at a rate equal to seven and one-half percent (7.5%) per annum. In calculating the fair market rental rent reserved, there shall be included, in addition to the Fixed Rent and all additional rent, the value of all other consideration agreed to be paid or performed by Tenant for said residue, less the net proceeds of any rents obtained by Landlord in re-letting the Premises for said residue of as provided in (b)(ii) below; and (b) and, to the Term. Tenant further covenants extent not received in (a) above or the extent Landlord elects, in its sole discretion, to proceed under this subparagraph (b) rather than subparagraph (a), as an additional and cumulative obligation, to pay punctually to Landlord all of the sums and perform all of the obligations which Tenant covenants in this Lease to pay and to perform in the same manner and to the same extent and at the same time as if this Lease had not been terminated; however. In calculating the amounts to be paid by Tenant under this subclause (b), Tenant shall be credited with with: (i) any amount amounts paid to Landlord as compensation as provided in the first sentence subclause (a) of this Section 8.3 9.2 (if Landlord elects to proceed pursuant to subclause (a)); and also with (ii) the net proceeds of any rents obtained by Landlord by reletting re-letting the Premises, after deducting all of Landlord's ’s reasonable expenses in connection with such relettingre-letting, including, without implied limitation, all repossession costs, brokerage commissions, tenant improvements costs paid or tenant improvement allowances granted, fees for legal services services, and any other expenses of re-letting the Premises or preparing the Premises for such relettingthe new tenant or tenants. In no event shall Landlord receive total rent pursuant to Subparagraphs (a) and (b) above (i.e. from Tenant and/or from any future tenant upon any reletting of the Premises, it being agreed or a portion thereof) in excess of the actual damages due and payable by Tenant under said Subparagraphs. Landlord agrees to use commercially reasonable efforts to re-let the Premises following any such termination herein provided, however, that Landlord Landlord: (x) may relet re-let the Premises or any part or parts thereof on such for a term or terms as Landlord seems fitwhich may, at Landlord’s option, be equal to or less than or exceed the period which would otherwise have constituted the balance of the Term, and make may grant such alterations or repairs in the Premises concessions and free rent as Landlord in its sole judgment considers advisable or necessary to relet re-let same; (y) may make such alterations, repairs and decorations in the same Premises as Landlord, in its reasonable judgment, considers advisable or necessary to re-let the same, and no action of Landlord in accordance with the foregoing sub clauses (x) and/or (y), or Landlord’s failure to relet re-let or to collect the rent under reletting through re-letting, shall operate or be construed to release or reduce Tenant's ’s liability as aforesaid; and (z) shall have no duty to re-let the Premises to a prospective tenant who is also interested in leasing other space that Landlord (or its affiliate(s)) then has available. In the event that Landlord collects all of the rent reserved pursuant to Subparagraph (a) above, and re-lets the Premises following the termination of this Lease, then Landlord agrees to reimburse Tenant for its pro rata share of any rent reserved paid by Tenant to Landlord hereunder in accordance with Subparagraph b(ii) above. So long as at least twelve (12) months of the Term remain unexpired at the time of such termination, in lieu of any other damages of indemnity and in lieu of full recovery by Landlord of all sums payable under all the foregoing provisions of this Section 9.2, Landlord may, by written notice to Tenant, at any time after this Lease is terminated under any of the provisions contained in Section 9.1, or is otherwise terminated for breach of any obligation of Tenant and before such full recovery, elect to recover, and Tenant shall thereupon pay, as liquidated damages, an amount equal to the aggregate of the Fixed Rent and additional rent accrued under Article 4 in the twelve (12) months ended next prior to such termination (or if the Term has not yet commenced, the Fixed Rent and additional rent that would be due for said time period) plus the amount of Fixed Rent and additional rent of any kind accrued and unpaid at the time of termination. Nothing contained in this Lease shall, however, limit or prejudice the right of Landlord to prove and obtain in proceedings for bankruptcy or insolvency by reason of the termination of this Lease, an amount equal to the maximum allowed by any statute or rule of law in effect at the time when, and governing the proceedings in which, the damages are to be proved, whether or not the amount be greater, equal to, or less than the amount of the loss or damages referred to above.

TENANT'S OBLIGATIONS AFTER TERMINATION. In the event that this Lease is terminated under any of the provisions contained in Section 9.1 or shall be otherwise terminated for breach of any obligation of Tenant, Tenant covenants as follows: (a) at Landlord’s election and in lieu of any other damages, within three (3) months following the termination of this Lease or Tenant’s right to possession of the Premises, to pay forthwith to Landlord, as compensation, a lump sum representing the excess (discounted to present value at the prime rate then being offered by the largest commercial bank in the United States) of the total rent due reserved for the residue of the Term over Term, minus the fair market rental present value of the Premises aggregate fair market rent and additional Rent therefore. (The Federal Reserve discount rate, or equivalent, plus 5% shall be used in calculating present values.) In calculating the rent reserved, there shall be included, in addition to the Base Rent and all additional rent, the value of all other consideration agreed to be paid or performed by Tenant for said residue residue, less the net proceeds of any rents obtained by Landlord in reletting the Term. Tenant further covenants Premises as provided in (b)(ii) below; and (b) and, to the extent not received in (a) above or to the extent Landlord elects, in its sole discretion, to proceed under this subparagraph (b) rather than subparagraph (a), as an additional and cumulative obligation, to pay punctually to Landlord all of the sums and perform all of the obligations which Tenant covenants in this Lease to pay and to perform in the same manner and to the same extent and at the same time as if this Lease had not been terminated; however. In calculating the amounts to be paid by Tenant under this subclause (b), Tenant shall be credited with with: (i) any amount paid to Landlord as compensation as provided in the first sentence subclause (a) of this Section 8.3 9.2 (if Landlord elects to proceed pursuant to subclause (a)); and also with (ii) the net proceeds of any rents obtained by Landlord by reletting the Premises, after deducting all of Landlord's ’s expenses in connection with such reletting, including, without implied limitation, all repossession costs, brokerage commissions, tenant improvements costs paid or tenant improvement allowances granted, fees for legal services services, and any other expenses of reletting the Premises or preparing the Premises for such relettingthe new tenant or tenants. Landlord agrees to use commercially reasonable efforts to relet the Premises following termination provided, it being agreed by Tenant however, that Landlord Landlord: (x) may relet the Premises or any part or parts thereof on such for a term or terms as Landlord seems fitwhich may, at Landlord’s option, be equal to or less than or exceed the period which would otherwise have constituted the balance of the Term, and make may grant such alterations or repairs in the Premises concessions and free rent as Landlord in its sole judgment considers advisable or necessary to relet same; (y) may make such alterations, repairs and decorations in the Premises as Landlord, in its sole judgment, considers advisable or necessary to relet the same same, and no action of Landlord in accordance with the foregoing sub clauses (x) and/or (y), or Landlord’s failure to relet or to collect the rent under reletting through reletting, shall operate or be construed to release or reduce Tenant's ’s liability as aforesaid; and (z) shall have no duty to relet the Premises to a prospective tenant who is also interested in leasing other space that Landlord (or its affiliate(s)) then has available. So long as at least twelve (12) months of the Term remain unexpired at the time of such termination, in lieu of any other damages of indemnity and in lieu of full recovery by Landlord of all sums payable under all the foregoing provisions of this Section 9.2, Landlord may, by written notice to Tenant, at any time after this Lease is terminated under any of the provisions contained in Section 9.1, or is otherwise terminated for breach of any obligation of Tenant and before such full recovery, elect to recover, and Tenant shall thereupon pay, as liquidated damages, an amount equal to the aggregate of the Base Rent and additional rent accrued under Article IV in the twelve (12) months ended next prior to such termination (or if the Term has not yet commenced, the Base Rent and additional rent that would be due for said time period) plus the amount of Base Rent and additional rent of any kind accrued and unpaid at the time of termination. To effectively exercise the foregoing remedy, Landlord must make such election within three (3) months following the termination of this Lease or Tenant’s right to possession of the Premises. Nothing contained in this Lease shall, however, limit or prejudice the right of Landlord to prove and obtain in proceedings for bankruptcy or insolvency by reason of the termination of this Lease, an amount equal to the maximum allowed by any statute or rule of law in effect at the time when, and governing the proceedings in which, the damages are to be proved, whether or not the amount be greater, equal to, or less than the amount of the loss or damages referred to above.

TENANT'S OBLIGATIONS AFTER TERMINATION. In the event that this Lease is terminated under any of the provisions contained in Section 9.1 or shall be otherwise terminated for breach of any obligation of Tenant, Tenant covenants to pay forthwith to Landlord, as compensation, the excess (discounted to present value at value, the prime rate then being offered by the largest commercial bank in the United States) excess of the total rent due reserved for the residue of the Term Teiiii over the fair market rental value of the Premises for said residue of the Term. In calculating the rent reserved, there shall be included, in addition to the Annual Rent and all additional rent, the value of all other consideration agreed to be paid or performed by Xxxxxx for said residue. Tenant further covenants as an additional and cumulative obligation after any such ending to pay punctually to Landlord all the sums and perform all the obligations which Tenant covenants in this Lease to pay and to perform in the same manner and to the same extent and at the same time as if this Lease had not been terminated; however. In calculating the amounts to be paid by Tenant under the next foregoing covenant, Tenant shall be credited with any amount paid to Landlord as compensation as provided in the first sentence of this Section 8.3 9.2 and also with the net proceeds of any rents obtained by Landlord by reletting the Premises, after deducting all Landlord's expenses in connection with such reletting, including, without implied limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting, it being agreed by Tenant that Landlord may (i) relet the Premises or any part or parts thereof on for a term or terms which may at Landlord's option be equal to or less than or exceed the period which would otherwise have constituted the balance of the Teiin and may grant such terms concessions and free rent as Landlord seems fit, in its sole judgment considers advisable or necessary to relet the same and (ii) make such alterations or alterations, repairs and decorations in the Premises as Landlord in its sole judgment considers advisable or necessary to relet the same same, and no action of Landlord in accordance with the foregoing or failure to relet or to collect rent under reletting shall operate or be construed to release or reduce Tenant's liability as aforesaid. So long as at least twelve (12) months of the Telin remain unexpired at the time of such termination, in lieu of any other damages or indemnity and in lieu of full recovery by Landlord of all sums payable under all the foregoing provisions of this Section 9.2, Landlord may by written notice to Tenant, at any time after this Lease is terminated under any of the provisions contained in Section 9.1, or is otherwise terminated for breach of any obligation of Tenant and before such full recovery, elect to recover and Tenant shall thereupon pay, as liquidated damages, an amount equal to the aggregate of the Annual Rent and additional rent accrued under Article IV in the 12 months ended next prior to such termination plus the amount of Annual Rent and additional rent of any kind accrued and unpaid at the time of termination and less the amount of any recovery by Landlord under the foregoing provisions of this Section 9.2 up to the time of payment of such liquidated damages. Nothing contained in this Lease shall, however, limit or prejudice the right of Landlord to prove and obtain in proceedings for bankruptcy or insolvency by reason of the termination of this Lease, an amount equal to the maximum allowed by any statute or rule of law in effect at the time when, and governing the proceedings in which, the damages are to be proved, whether or not the amount be greater, equal to, or less than the amount of the loss or damages referred to above.

TENANT'S OBLIGATIONS AFTER TERMINATION. (a) In the event that this Lease is terminated under any of the provisions of Section 9.1 or is otherwise terminated for breach of any obligation of Tenant, Tenant covenants to pay forthwith to Landlord, as compensation, the excess (discounted to present value at the prime rate then being offered by the largest commercial bank in the United States) of the total rent due reserved for the residue of the Term (discounted over the balance of the Term at a rate of seven percent (7%)) over the fair market rental value of the Premises for said residue of the Term. In calculating the rent reserved there shall be included, in addition to the fixed rent and all additional rent, the value of all other considerations agreed to be paid or performed by Tenant for said residue. Tenant further covenants as an additional and cumulative obligation after any such termination to pay punctually to Landlord all the sums and perform all the obligations which Tenant covenants in this Lease to pay and to perform in the same manner and to the same extent and at the same time as if this Lease had not been terminated; however. In calculating the amounts to be paid by Tenant under paragraph 9.2(b) below, Tenant shall be credited with any amount paid to Landlord as compensation as provided in the first sentence of accordance with this Section 8.3 9.2 and also with the net proceeds of any rents rent obtained by Landlord by reletting the Premises, after deducting all of Landlord's ’s expenses in connection with such reletting, including, without implied limitation, all repossession costs, brokerage commissions, fees for legal services and expenses expense of preparing the Premises for such reletting, it being agreed by . Landlord shall have a duty to mitigate its damages. Tenant agrees that Landlord may (i) relet the Premises or any part or parts thereof on for a term or terms which may, at Landlord’s option, be equal to, less than or greater than the period which would otherwise have constituted the balance of the Term and may grant such terms concessions and free rent as Landlord seems fitLandlord, and make such alterations or repairs in the Premises as Landlord in its sole judgment judgment, considers advisable or necessary to relet the same same, and no (ii) make such alterations, repairs and decorations in or to the Premises as Landlord, in its sole judgment, considers advisable or necessary to relet the same. Any action of Landlord in accordance with the foregoing this Section 9.2 or any failure of Landlord to relet or to collect rent under after reletting shall not operate or be construed to release or reduce Tenant's ’s liability as aforesaid. (b) In lieu of any other damages or indemnity and in lieu of full recovery by Landlord of all sums payable under paragraph 9.2(a) above, Landlord may, by written notice to Tenant, at any time after this Lease is terminated under any of the provisions contained in Section 9.1 or is otherwise terminated for breach of any obligation of Tenant and before such full recovery, elect to recover, and Tenant shall thereupon pay, as liquidated damages, an amount equal to the aggregate of the fixed rent and additional rent accrued under Article IV in the twelve (12) months ended next prior to such termination plus the amount of fixed rent and additional rent of any kind accrued and unpaid at the time of termination and less the amount of any recovery by Landlord under paragraph 9.2(a) up to the time of payment of such liquidated damages and Landlord shall have no further right to recover any other damages from Tenant as a result of any default, termination or any other provision under the Lease. (c) Nothing contained in this Lease shall limit or prejudice the right of Landlord to prove for an obtain in proceedings for bankruptcy or insolvency, by reason of the termination of this Lease, an amount equal to the maximum allowed by any statute or rule of law in effect at the time when, and governing the proceedings in which, the damages are to be proved, whether or not the amount be greater than, equal to, or less than the amount of the loss or damaged referred to above.

TENANT'S OBLIGATIONS AFTER TERMINATION. In the event that this Lease is terminated under any of the provisions contained in Section 9.1 or shall be otherwise terminated for breach of any obligation of Tenant, Tenant covenants to pay forthwith to Landlord, as compensation, the excess (discounted to present value at (calculated using the prime interest rate then being offered by of a Treasury Bxxx of comparable maturity date) of the largest commercial bank in the United States) excess of the total rent due reserved for the residue of the Term over the fair market rental value of the Premises for said residue of the Term. In calculating the rent reserved and the rental value, there shall be included, in addition to the Base Rent and all Additional Rent, the value of all other consideration agreed to be paid or performed by Tenant for said residue. Tenant further covenants as an additional and cumulative obligation after any such termination to pay punctually to Landlord all the sums and perform all the obligations which Tenant covenants in this Lease to pay and to perform in the same manner and to the same extent and at the same time as if this Lease had not been terminated; however. In calculating the amounts to be paid by Tenant under the next foregoing covenant, Tenant shall be credited with any amount paid to Landlord as compensation as provided in the first sentence of this Section 8.3 9.2 and also with the net proceeds of any rents obtained by Landlord by reletting the Premises, after deducting all Landlord's ’s reasonable expenses in connection with such reletting, including, without implied limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting, it being agreed by Tenant that Landlord may (i) relet the Premises or any part or parts thereof on for a term or terms which may at Landlord’s option be equal to or less than or exceed the period which would otherwise have constituted the balance of the Term and may grant such terms concessions and free rent as Landlord seems fit, in its reasonable judgment considers advisable or necessary to relet the same and (ii) make such alterations or alterations, repairs and decorations in the Premises as Landlord in its sole judgment considers advisable or necessary to relet the same same, and no action of Landlord in accordance with the foregoing or failure to relet or to collect rent under reletting reletting, despite reasonable efforts, shall operate or be construed to release or reduce Tenant's ’s liability as aforesaid. Landlord shall use reasonable efforts to relet the Premises and otherwise to mitigate Tenant’s damages. So long as at least one year of the Term remains unexpired at the time of such termination, in lieu of any other damages or indemnity and in lieu of full recovery by Landlord of all sums payable under all the foregoing provisions of this Section 9.2, Landlord may by written notice to Tenant, at any time after this Lease is terminated under any of the provisions contained in Section 9.1, or is otherwise terminated for breach of any obligation of Tenant and before such full recovery, elect to recover and Tenant shall thereupon pay, as liquidated damages, an amount equal to the aggregate of the Base Rent and Additional Rent accrued under Article IV in the 12 months ended next prior to such termination plus the amount of Base Rent and Additional Rent of any kind accrued and unpaid at the time of termination and less the amount of any recovery by Landlord under the foregoing provisions of this Section 9.2 up to the time of payment of such liquidated damages. Nothing contained in this Lease shall, however, limit or prejudice the right of Landlord to prove and obtain in proceedings for bankruptcy or insolvency by reason of the termination of this Lease, an amount equal to the maximum allowed by any statute or rule of law in effect at the time when, and governing the proceedings in which, the damages are to be proved, whether or not the amount be greater, equal to, or less than the amount of the loss or damages referred to above.

TENANT'S OBLIGATIONS AFTER TERMINATION. In the event that this Lease is terminated under any of the provisions contained in Section 9.1 or shall be otherwise terminated for breach of any obligation of Tenant, Tenant covenants as follows: (a) to pay forthwith to Landlord, as compensation, the excess (discounted a lump sum equal to present value at the prime rate then being offered by the largest commercial bank in the United States) of the total rent due reserved for the residue of the Term over Term. In calculating the fair market rental rent reserved, there shall be included, in addition to the Fixed Rent and all additional rent, the value of all other consideration agreed to be paid or performed by Tenant for said residue, less the net proceeds of any rents obtained by Landlord in reletting the Premises for said residue of as provided in (b)(ii) below; and (b) and, to the Term. Tenant further covenants extent not received in (a) above or the extent Landlord elects, in its sole discretion, to proceed under this subparagraph (b) rather than subparagraph (a), as an additional and cumulative obligation, to pay punctually to Landlord all of the sums and perform all of the obligations which Tenant covenants in this Lease to pay and to perform in the same manner and to the same extent and at the same time as if this Lease had not been terminated; however. In calculating the amounts to be paid by Tenant under this subclause (b), Tenant shall be credited with with: (i) any amount paid to Landlord as compensation as provided in the first sentence subclause (a) of this Section 8.3 9.2 (if Landlord elects to proceed pursuant to subclause (a)); and also with (ii) the net proceeds of any rents obtained by Landlord by reletting the Premises, after deducting all of Landlord's ’s expenses in connection with such reletting, including, without implied limitation, all repossession costs, brokerage commissions, tenant improvements costs paid or tenant improvement allowances granted, fees for legal services services, and any other expenses of reletting the Premises or preparing the Premises for such relettingthe new tenant or tenants. Landlord agrees to use commercially reasonable efforts to relet the Premises following termination provided, it being agreed by Tenant however, that Landlord Landlord: (x) may relet the Premises or any part or parts thereof on such for a term or terms as Landlord seems fitwhich may, at Landlord’s option, be equal to or less than or exceed the period which would otherwise have constituted the balance of the Term, and make may grant such alterations or repairs in the Premises concessions and free rent as Landlord in its sole judgment considers advisable or necessary to relet same; (y) may make such alterations, repairs and decorations in the Premises as Landlord, in its reasonable judgment, considers advisable or necessary to relet the same same, and no action of Landlord in accordance with the foregoing sub clauses (x) and/or (y), or Landlord’s failure to relet or to collect the rent under reletting through reletting, shall operate or be construed to release or reduce Tenant's ’s liability as aforesaid; and (z) shall have no duty to relet the Premises to a prospective tenant who is also interested in leasing other space that Landlord (or its affiliate(s)) then has available. So long as at least twelve (12) months of the Term remain unexpired at the time of such termination, in lieu of any other damages of indemnity and in lieu of full recovery by Landlord of all sums payable under all the foregoing provisions of this Section 9.2, Landlord may, by written notice to Tenant, at any time after this Lease is terminated under any of the provisions contained in Section 9.1, or is otherwise terminated for breach of any obligation of Tenant and before such full recovery, elect to recover, and Tenant shall thereupon pay, as liquidated damages, an amount equal to the aggregate of the Fixed Rent and additional rent accrued under Article 4 in the twelve (12) months ended next prior to such termination (or if the Term has not yet commenced, the Fixed Rent and additional rent that would be due for said time period) plus the amount of Fixed Rent and additional rent of any kind accrued and unpaid at the time of termination and less the amount of any recovery by Landlord under the foregoing provisions of this Section 9.2 up to the tune of payment of such liquidated damages. Nothing contained in this Lease shall, however, limit or prejudice the right of Landlord to prove and obtain in proceedings for bankruptcy or insolvency by reason of the termination of this Lease, an amount equal to the maximum allowed by any statute or rule of law in effect at the time when, and governing the proceedings in which, the damages are to be proved, whether or not the amount be greater, equal to, or less than the amount of the loss or damages referred to above.

TENANT'S OBLIGATIONS AFTER TERMINATION. In the event that this Lease is terminated under any of the provisions contained in Section 9.1 or shall be otherwise terminated for breach of any obligation of Tenant, Tenant covenants to pay forthwith to Landlord, as compensation, the excess (discounted to of the present value at the prime rate then being offered by the largest commercial bank in the United States) of the total rent due reserved for the residue of the Term over the fair market rental value of the Premises for said residue of the Term. In calculating the rent reserved, there shall be included, in addition to the annual Rent and all additional rent, the value of all other consideration agreed to be paid or performed by Tenaxx xxx said residue. Tenant further covenants as an additional and cumulative obligation after any such ending to pay punctually to Landlord all the sums and perform all of the obligations which Tenant covenants in this Lease to pay and to perform in the same manner and to the same extent and at the same time as if this Lease had not been terminated; however. In calculating the amounts to be paid by Tenant under the next foregoing covenant, Tenant shall be credited with any amount paid to Landlord as compensation as provided in the first sentence of this Section 8.3 9.2 and also with the net proceeds of any rents obtained by Landlord by reletting the Premises, after deducting all Landlord's expenses in connection with such reletting, including, without implied limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting, it being agreed by Tenant that Landlord may (i) relet the Premises or any part or parts thereof on for a term or terms which may at Landlord's option be equal to or less than or exceed the period which would otherwise have constituted the balance of the Term and may grant such terms concessions and free rent as Landlord seems fit, in its sole judgment considers advisable or necessary to relet the same and (ii) make such alterations or alterations, repairs and decorations in the Premises as Landlord in its sole judgment considers advisable or necessary to relet the same same, and no action of Landlord in accordance with the foregoing or failure to relet or to collect rent under reletting shall operate or be construed to release or reduce Tenant's liability as aforesaid. So long as at least 12 months of the Term remain unexpired at the time of such termination, in lieu of any other damages or indemnity and in lieu of full recovery by Landlord of all sums payable under all the foregoing provisions of this Section 9.2, Landlord may by written notice to Tenant, at any time after this Lease is terminated under any of the provisions contained in Section 9.1, or is otherwise terminated for breach of any obligation of tenant and before such full recovery, elect to recover, and Tenant shall thereupon pay, as liquidated damages, an amount equal to the aggregate of the Annual Rent and additional rent accrued under Article IV in the 12 months ended next prior to such termination plus the amount of Annual Rent and additional rent of any kind accrued and unpaid at the time of termination and less the amount of any recovery by Landlord under the foregoing provisions of this Section 9.2 up to the time of payment of such liquidated damages. Nothing contained in this Lease shall, however, limit or prejudice the right of Landlord to prove and obtain in proceedings for bankruptcy or insolvency by reason of the termination of this Lease, an amount equal to the maximum allowed by any statute or rule of law in effect at the time when, and governing the proceedings in which, the damages are to be proved, whether or not the amount be greater, equal to, to less than the amount of the loss or damages referred to above.

TENANT'S OBLIGATIONS AFTER TERMINATION. In the event that this Lease is terminated under any of the provisions contained in Section 9.1 or shall be otherwise terminated for breach of any obligation of Tenant, Tenant covenants to pay forthwith to Landlord, as compensation, the excess (discounted to present value at the prime rate then being offered by the largest commercial bank in the United States) of the total rent due reserved for the residue of the Term over the fair market rental value of the Premises for said residue of the Term. In calculating the rent reserved, there shall be included, in addition to the Fixed Rent and all additional rent, the value of all other consideration agreed to be paid or performed by Tenant for said residue. Tenant further covenants as an additional and cumulative obligation after any such ending to pay punctually to Landlord all the sums and perform all the obligations which Tenant covenants in this Lease to pay and to perform in the same manner and to the same extent and at the same time as if this Lease had not been terminated; however. In calculating the amounts to be paid by Tenant under the next foregoing covenant, Tenant shall be credited with any amount paid to Landlord as compensation as provided in the first sentence of this Section 8.3 9.2 and also with the net proceeds of any rents obtained by Landlord by reletting the Premises, after deducting all Landlord's reasonable expenses in connection with such reletting, including, without implied limitation, all repossession costs, brokerage commissions, fees for legal services and expenses expense of preparing the Premises for such reletting, it being agreed by Tenant that Landlord may (i) relet the Premises or any part or parts thereof on for a term or terms which may, at Landlord's option, be equal to or less than or exceed the period which would otherwise have constituted the balance of the Term and may grant such terms concessions and free rent as Landlord seems fitin its reasonable judgment considers advisable or necessary to relet the same, and (ii) make such alterations or alterations, repairs and decorations in the Premises as Landlord in its sole reasonable judgment considers advisable or necessary to relet the same same, and no action of Landlord in accordance with the foregoing or failure to relet or to collect rent under reletting shall operate or be construed to release or reduce Tenant's liability as aforesaid. Nothing contained in this Lease shall, however, limit or prejudice the right of Landlord to prove and obtain in proceedings for bankruptcy or insolvency by reason of the termination of this Lease, an amount equal to the maximum allowed by any statute or rule of law in effect at the time when, and governing the proceedings in which, the damages are to be proved, whether or not the amount be greater, equal to, or less than the amount of the loss or damages referred to above.

TENANT'S OBLIGATIONS AFTER TERMINATION. In the event that this Lease is terminated under any of the provisions contained in Section 9.1 or shall be otherwise terminated for breach of any obligation of Tenant, Tenant covenants as follows: a) If Landlord elects to liquidate its damages by notice to Tenant given within two (2) months after the date of such termination to pay forthwith to Landlord, as compensation, a sum equal to the excess (discounted to present value at the prime rate then being offered by the largest commercial bank in the United States) of the total rent due reserved for the residue of the Term over minus the fair market rental value of the Premises for said residue of the Term. In calculating the rent reserved, there shall be included, in addition to the Fixed Rent and all additional rent, the value of all other consideration agreed to be paid or performed by Tenant further covenants for said residue; and b) as an additional and cumulative obligation, to pay punctually to Landlord all of the sums and perform all of the obligations which Tenant covenants in this Lease to pay and to perform in the same manner and to the same extent and at the same time as if this Lease had not been terminated; however. In calculating the amounts to be paid by Tenant under this sub clause (b), Tenant shall be credited with with: (i) any amount paid to Landlord as compensation as provided in the first sentence sub clause (a) of this Section 8.3 9.2; and also with (ii) the net proceeds of any rents obtained by Landlord by reletting the Premises, after deducting all of Landlord's ’s reasonable expenses in connection with such reletting, including, without implied limitation, all repossession costs, brokerage commissions, tenant improvements costs paid or tenant improvement allowances granted, fees for legal services services, and any other expenses of reletting the Premises or preparing the Premises for such relettingthe new tenant or tenants (which reletting costs shall be amortized on a straight-line basis of the term of the new lease and the only portion allocable to the terminated term of this Lease shall be charged to Tenant). Landlord agrees to use commercially reasonable efforts to relet the Premises following termination provided, it being agreed by Tenant however, that Landlord Landlord: (x) may relet the Premises or any part or parts thereof on such for a term or terms as Landlord seems fitwhich may, at Landlord’s option, be equal to or less than or exceed the period which would otherwise have constituted the balance of the Term, and make may grant such alterations or repairs in the Premises concessions and free rent as Landlord in its sole judgment considers advisable or necessary to relet same; (y) may make such alterations, repairs and decorations in the Premises as Landlord, in its sole judgment, considers advisable or necessary to relet the same same, and no action of Landlord in accordance with the foregoing sub clauses (x) and/or (y), or Landlord’s failure to relet or to collect the rent under reletting through reletting, shall operate or be construed to release or reduce Tenant's ’s liability as aforesaid; and (z) shall have no duty to relet the Premises to a prospective tenant who is also interested in leasing other space that Landlord (or its affiliate(s)) then has available in the Park. So long as at least twelve (12) months of the Term remain unexpired at the time of such termination, in lieu of any other damage of indemnity and in lieu of full recovery by Landlord of all sums payable under all the foregoing provisions of this Section 9.2, Landlord may, by written notice to Tenant, at any time given within thirty (30) days after this Lease is terminated under any of the provisions contained in Section 9.1, or is otherwise terminated for breach of any obligation of Tenant and before such full recovery, elect to recover, and Tenant shall thereupon pay, as liquidated damages, an amount equal to the aggregate of the Fixed Rent and additional rent accrued under Article IV in the twelve (12) months ended next prior to such termination (or if the Term has not yet commenced, the Fixed Rent and additional rent that would be due for said time period) plus the amount of Fixed Rent and additional rent of any kind accrued and unpaid at the time of termination and less the amount of any recovery by Landlord under the foregoing provisions of this Section 9.2 up to the time of payment of such liquidated damages. Nothing contained in this Lease shall, however, limit or prejudice the right of Landlord to prove and obtain in proceedings for bankruptcy or insolvency by reason of the termination of this Lease, an amount equal to the maximum allowed by any statute or rule of law in effect at the time when, and governing the proceedings in which, the damages are to be proved, whether or not the amount be greater, equal to, or less than the amount of the loss or damages referred to above.

TENANT'S OBLIGATIONS AFTER TERMINATION. In the event that this Lease is terminated for breach under any of any obligation of Tenantthe provisions contained in Section 9.1 , Tenant covenants to pay forthwith to Landlord, as compensation, a single lump-sum payment equal to the excess (discounted to of the net present value at the prime rate then being offered by the largest commercial bank in the United States) of the total rent due reserved for the residue of the Term (exclusive of any unexercised Extended Term(s) remaining at the time of termination) over the fair market rental value of the Premises (including additional rent) for said residue of the TermTerm estimated as of the date of termination, discounted to base rate or comparable rate established by the First National Bank of Boston or its successors. If Landlord does not receive a single lump-sum payment from Tenant further as aforesaid, Tenant covenants and agrees to pay punctually to Landlord all the sums and perform all the obligations which Tenant covenants in this Lease to pay and to perform in the same manner and to the same extent and at the same time as if this Lease had not been terminated; however. In calculating the amounts to be paid by Tenant under the foregoing covenants, Tenant shall be credited with any amount paid to Landlord as compensation as provided in the first sentence of this Section 8.3 9.2 and also with the net proceeds of any rents obtained by Landlord by reletting the Premises, after deducting all Landlord's reasonable expenses in connection with such reletting, including, without implied limitation, all reasonable repossession costs, reasonable brokerage commissions, reasonable fees for legal services and expenses reasonable expense of preparing the Premises for such reletting, it being agreed by Tenant that Landlord may (i) relet the Premises or any part or parts thereof on for a term or terms which may, at Landlord's option, be equal to or less than or exceed the period which would otherwise have constituted the balance of the Term and may grant such terms concessions 57 and free rent as Landlord seems fitin its sole judgment considers advisable or necessary to relet the same, and (ii) make such alterations or alterations, repairs and decorations in the Premises as Landlord in its sole judgment considers advisable or necessary to relet the same same. Tenant shall also deduct the amount of the Security Deposit then held by Landlord from said amount. Landlord hereby agrees in all events to use reasonable efforts and no action due diligence to mitigate the foregoing damages and to relet the Premises. Nothing contained in this Lease shall, however, limit or prejudice the right of Landlord to prove and obtain in accordance with proceedings for bankruptcy or insolvency by reason of the foregoing termination of this Lease, an amount equal to the maximum allowed by any statute or failure rule of law in effect at the time when, and governing the proceedings in which, the damages are to relet be proved, whether or not the amount be greater, equal to, or less than the amount of the loss or damages referred to collect rent under reletting shall operate or be construed to release or reduce Tenant's liability as aforesaidabove.

TENANT'S OBLIGATIONS AFTER TERMINATION. In the event that this Lease is terminated under any of the provisions contained in Section 9.1 or shall be otherwise terminated for breach of any obligation of Tenant, Tenant covenants to pay forthwith to Landlord, as compensation, (i) the excess (discounted to present value at the prime rate then being offered by the largest commercial bank in the United States) of the total rent due reserved for the residue of the Term over the fair market rental value of the Premises for said residue of the TermTerm and (ii) the unamortized portion of the actual out-of-pocket costs and expenses incurred by Landlord in completing Landlord’s Work and fees and commissions paid to the Broker, amortized on a straight-line reduction basis from 100% to 0% over the Term of the Lease set forth in Section 1.1 hereof. In calculating the rent reserved, there shall be included, in addition to the Annual Rent and all additional rent, the value of all other consideration agreed to be paid or performed by Xxxxxx for said residue. Tenant further covenants as an additional and cumulative obligation after any such ending to pay punctually to Landlord all the sums and perform all the obligations which Tenant covenants in this Lease to pay and to perform in the same manner and to the same extent and at the same time as if this Lease had not been terminated; however. In calculating the amounts to be paid by Xxxxxx under the next foregoing covenant, Tenant shall be credited with any amount paid to Landlord as compensation as provided in the first sentence of this Section 8.3 9.2 and also with the net proceeds of any rents obtained by Landlord by reletting the Premises, after deducting all Landlord's ’s expenses in connection with such reletting, including, without implied limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting, it being agreed by Tenant that Landlord may (i) relet the Premises or any part or parts thereof on for a term or terms which may at Landlord’s option be equal to or less than or exceed the period which would otherwise have constituted the balance of the Term and may grant such terms concessions and free rent as Landlord seems fit, in its sole judgment considers advisable or necessary to relet the same and (ii) make such alterations or alterations, repairs and decorations in the Premises as Landlord in its sole judgment considers advisable or necessary to relet the same same, and no action of Landlord in accordance with the foregoing or failure to relet or to collect rent under reletting shall operate or be construed to release or reduce Tenant's ’s liability as aforesaid. So long as at least twelve (12) months of the Term remain unexpired at the time of such termination in lieu of any other damages or indemnity and in lieu of full recovery by Landlord of all sums payable under all the foregoing provisions of this Section 9.2, Landlord may by written notice to Tenant, at any time after this Lease is terminated under any of the provisions contained in Section 9.1, or is otherwise terminated for breach of any obligation of Tenant and before such full recovery, elect to recover and Tenant shall thereupon pay, as liquidated damages, an amount equal to the aggregate of the Annual Rent and additional rent accrued under Article IV in the 12 months ended next prior to such termination plus the amount of Annual. Rent and additional rent of any kind accrued and unpaid at the time of termination and less the amount of any recovery by Landlord under the foregoing provisions of this Section 9.2 up to the time of payment of such liquidated damages. Nothing contained in this Lease shall, however, limit or prejudice the right of Landlord to prove and obtain in proceedings for bankruptcy or insolvency by reason of the termination of this Lease, an amount equal to the maximum allowed by any statute or rule of law in effect at the time when, and governing the proceedings in which, the damages are to be proved, whether or not the amount be greater, equal to, or less than the amount of the loss or damages referred to above.

TENANT'S OBLIGATIONS AFTER TERMINATION. In the event that this Lease is terminated under any of the provisions contained in Section 9.1 or shall be otherwise terminated for breach of any obligation of Tenant, Tenant covenants to pay forthwith to Landlord, as compensation, (i) the excess (discounted to present value at the prime rate then being offered by the largest commercial bank in the United States) of the total rent due reserved for the residue of the Term over the fair market rental value of the Premises for said residue of the TermTerm and (ii) the unamortized portion of the actual out-of-pocket costs and expenses incurred by Landlord in completing Landlord's Work and fees and commissions paid to the Broker, amortized on a straight-line reduction basis from 100% to 0% over the Term of the Lease set forth in Section 1.1 hereof. In calculating the rent reserved, there shall be included, in addition to the Annual Rent and all additional rent, the value of all other consideration agreed to be paid or performed by Xxxxxx for said residue. Tenant further covenants as an additional and cumulative obligation after any such ending to pay punctually to Landlord all the sums and perform all the obligations which Tenant covenants in this Lease to pay and to perform in the same manner and to the same extent and at the same time as if this Lease had not been terminated; however. In calculating the amounts to be paid by Tenant under the next foregoing covenant, Tenant shall be credited with any amount paid to Landlord as compensation as provided in the first sentence of this Section 8.3 9.2 and also with the net proceeds of any rents obtained by Landlord by reletting the Premises, after deducting all Landlord's expenses in connection with such reletting, including, without implied limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting, it being agreed by Tenant that Landlord may (i) relet the Premises or any part or parts thereof on for a term or terms which may at Landlord's option be equal to or less than or exceed the period which would otherwise have constituted the balance of the Term and may grant such terms concessions and free rent as Landlord seems fit, in its sole judgment considers advisable or necessary to relet the same and (ii) make such alterations or alterations, repairs and decorations in the Premises as Landlord in its sole judgment considers advisable or necessary to relet the same same, and no action of Landlord in accordance with the foregoing or failure to relet or to collect rent under reletting shall operate or be construed to release or reduce Tenant's liability as aforesaid. Nothing contained in this Lease shall, however, limit or prejudice the right of Landlord to prove and obtain in proceedings for bankruptcy or insolvency by reason of the termination of this Lease, an amount equal to the maximum allowed by any statute or rule of law in effect at the time when, and governing the proceedings in which, the damages are to be proved, whether or not the amount be greater, equal to, or less than the amount of the loss or damages referred to above.

TENANT'S OBLIGATIONS AFTER TERMINATION. In the event that this Lease is terminated for breach under any of any obligation of Tenantthe provisions contained in Section 9.1, Tenant covenants to pay forthwith to Landlord, as compensation, a single lump-sum payment equal to the excess (discounted to of the net present value at the prime rate then being offered by the largest commercial bank in the United States) of the total rent due reserved for the residue of the Term (exclusive of any unexercised Extended Term(s) remaining at the time of termination) over the fair market rental value of the Premises (including additional rent) for said residue of the TermTerm estimated as of the date of termination. If Landlord does not elect to receive a single lump-sum payment from Tenant further as aforesaid, Tenant covenants and agrees to pay punctually to Landlord all the sums and perform all the obligations which Tenant covenants in this Lease to pay and to perform in the same manner and to the same extent and at the same time as if this Lease had not been terminated; however. In calculating the amounts to be paid by Tenant under the foregoing covenants, Tenant shall be credited with any amount paid to Landlord as compensation as provided in the first sentence of this Section 8.3 9.2 and also with the net proceeds of any rents obtained by Landlord by reletting the Premises, after deducting all Landlord's expenses in connection with such reletting, including, without implied limitation, all repossession costs, brokerage commissions, fees for legal services and expenses expense of preparing the Premises for such reletting, it being agreed by Tenant that Landlord may (i) relet the Premises or any part or parts thereof on for a term or terms which may, at Landlord's option, be equal to or less than or exceed the period which would otherwise have constituted the balance of the Term and may grant such terms concessions and free rent as Landlord seems fitin its sole judgment considers advisable or necessary to relet the same, and (ii) make such alterations or alterations, repairs and decorations in the Premises as Landlord in its sole judgment considers advisable or necessary to relet the same same, and no action of Landlord in accordance with the foregoing or on failure to relet or to collect rent under reletting shall operate or be construed to release or reduce Tenant's liability as aforesaid.. If required by Massachusetts law, and to the extent required by Massachusetts law, Landlord will use reasonable efforts to mitigate its damages hereunder, except as hereinafter provided in the next following paragraph. So long as at least twelve (12) months of the Term remain unexpired at the time of such termination, in lieu of any other damages of indemnity and in lieu of full recovery by Landlord of all sums payable under all the foregoing provisions of this Section 9.2, Landlord may, by written notice to Tenant, at any time after this Lease is terminated under any of the provisions contained in Section 9.1, or is otherwise terminated for breach of any obligation of Tenant and before such full recovery, elect to recover, and Tenant shall thereupon pay, as liquidated damages, an amount equal to the aggregate of the Fixed Rent and additional rent accrued under Article IV in the twelve (12) months ended next prior to such termination plus the amount of Fixed Rent and additional rent of any kind accrued and unpaid at the time of termination and less the amount of any recovery by Landlord under the foregoing provisions of this Section 9.2 up to the time of payment of such liquidated damages, Tenant agreeing that Landlord shall have no obligation to use reasonable efforts to mitigate its damages in the event Landlord so elects to proceed under the provisions of this paragraph. Nothing contained in this Lease shall, however, limit or prejudice the right of Landlord to prove and obtain in proceedings for bankruptcy or insolvency by reason of the termination of this