Common use of Transfer Premium Clause in Contracts

Transfer Premium. If Landlord consents to Transfer as condition thereto which the parties hereby agree is reasonable, Tenant shall pay to Landlord fifty percent (50%) of any "Transfer Premium" as that term is defined in this Section 14.3, received by Tenant from such Transferee. "Transfer Premium" shall mean all rent, additional rent or other consideration payable by such Transferee in excess of the Rent and Additional Rent payable by Tenant under this Lease on a per rentable square foot basis if less than all of the Premises is transferred after deducting the actual, documented and reasonable expenses incurred by Tenant for (i) any reasonable changes, alterations and improvements to the Premises in connection with the Transfer and/or any tenant improvement allowance provided by Tenant to the Transferee in connection with the Transfer, (ii) any reasonable brokerage commissions in connection with the Transfer, (iii) reasonable attorney's fees and advertising expenses in connection with the Transfer, and (iv) any free rent provided by Tenant to the Transferee in connection with the Transfer. "Transfer Premium" shall also include, but not be limited to, key money and bonus money paid by Transferee to Tenant in connection with such Transfer.

Transfer Premium. If Landlord consents to Transfer a Transfer, as a condition thereto which the parties hereby agree is reasonable, Tenant shall pay to Landlord fifty [***] percent of (50[***]%) of any "Transfer Premium," as that term is defined in this Section 14.3, received by Tenant from such Transferee. "Transfer Premium" shall mean all rent, additional rent or other consideration payable by such Transferee in excess of the Rent and Additional Rent payable by Tenant under this Lease on a per rentable square foot basis if less than all of the Premises is transferred transferred, after deducting the actual, documented and reasonable expenses incurred by Tenant for (i) any reasonable changes, alterations and improvements to the Premises in connection with the Transfer and/or any tenant improvement allowance provided by Tenant (but only to the Transferee in connection with the Transferextent approved by Landlord), and (ii) any reasonable brokerage commissions in connection with the TransferTransfer (collectively, (iii) reasonable attorney's fees and advertising expenses in connection with the Transfer, and (iv) any free rent provided by Tenant to the Transferee in connection with the Transfer"Subleasing Costs"). "Transfer Premium" shall also includeInclude, but not be limited to, key money and bonus money paid by Transferee to Tenant in connection with such Transfer, and any payment in excess of fair market value for services rendered by Tenant to Transferee or for assets, fixtures, inventory, equipment, or furniture transferred by Tenant to Transferee in connection with such Transfer.

Transfer Premium. If Landlord consents to Transfer a Transfer, as a condition thereto which the parties hereby agree is reasonable, Tenant shall pay to Landlord (if and when actually received by Tenant) fifty percent (50%) of any "‘‘Transfer Premium" ,” as that term is defined in this Section 14.3, received by Tenant from such Transferee. "“Transfer Premium" ” shall mean all rent, additional rent or other consideration payable by such Transferee in excess of the Rent and Additional Rent payable by Tenant under this Lease Lease, on a per rentable square foot basis if less than all of the Premises is transferred transferred, after deducting the actual, documented and reasonable expenses incurred by Tenant for (i) any reasonable changes, alterations and improvements to the Premises in connection with the Transfer and/or Transfer, (ii) any tenant improvement allowance brokerage commissions or reasonable attorneys’ fees incurred in connection with the Transfer, or (iii) any free base rent reasonably provided by Tenant to the Transferee in connection with the Transfer, Transfer (ii) any reasonable brokerage commissions in connection with the Transfer, (iii) reasonable attorney's fees and advertising expenses in connection with the Transfer, and (iv) any provided that such free rent provided by Tenant shall be deducted only to the Transferee extent the same is included in connection with the Transfercalculation of total consideration payable by such Transferee). "‘‘Transfer Premium" ” shall also include, but not be limited to, key money and bonus money paid by Transferee to Tenant in connection with such Transfer, and any payment in excess of fair market value for services rendered by Tenant to Transferee or for assets, fixtures, inventory, equipment, or furniture transferred by Tenant to Transferee in connection with such Transfer. In the calculations of the Rent (as it relates to the Transfer Premium calculated under this Section 14.3), Tenant shall be entitled to fully recover all transfer costs actually incurred by Tenant prior to the payment of any Transfer Premium to Landlord.

Transfer Premium. If Landlord consents to Transfer a Transfer, as a condition thereto which the parties hereby agree is reasonable, Tenant shall pay to Landlord fifty percent (50%) of any "“Transfer Premium" ,” as that term is defined in this Section 14.3, received by Tenant from such Transferee. "“Transfer Premium" ” shall mean all rent, additional rent or other consideration payable by such Transferee in excess of the Rent and Additional Rent payable by Tenant under this Lease on a per rentable square foot basis if less than all of the Premises is transferred transferred, after deducting the actual, documented and reasonable expenses incurred by Tenant for (i) any reasonable changes, alterations and improvements to the Premises in connection with the Transfer and/or any tenant improvement allowance provided by Tenant (but only to the Transferee in connection with the Transferextent approved by Landlord), and (ii) any reasonable brokerage commissions in connection with the TransferTransfer (collectively, (iii) reasonable attorney's fees and advertising expenses in connection with the Transfer, and (iv) any free rent provided by Tenant to the Transferee in connection with the Transfer“Subleasing Costs”). "“Transfer Premium" ” shall also include, but not be limited to, key money and bonus money paid by Transferee to Tenant in connection with such Transfer, and any payment in excess of fair market value for services rendered by Tenant to Transferee or for assets, fixtures, inventory, equipment, or furniture transferred by Tenant to Transferee in connection with such Transfer.

Transfer Premium. If Landlord consents to Transfer a Transfer, as a condition thereto which the parties hereby agree is reasonable, Tenant shall pay to Landlord fifty percent (50%) of any "Transfer Premium," as that term is defined in this Section 14.3, received by Tenant from such Transferee. "Transfer Premium" shall mean seventy-five percent (75%) of all rent, additional rent or other consideration payable by such Transferee in excess of the Rent and Additional Rent payable by Tenant under this Lease on a per rentable square foot basis if less than all of the Premises is transferred transferred, after deducting the actual, documented and reasonable expenses incurred by Tenant for (i) any reasonable changes, alterations and improvements to the Premises in connection with the Transfer and/or any tenant improvement allowance provided by Tenant to (the Transferee in connection with the Transfer, (ii) any reasonable brokerage commissions in connection with the Transfer, (iii) reasonable attorney's fees and advertising expenses in connection with the Transfer, and (iv) any free rent provided by Tenant to the Transferee in connection with the Transfer"Subleasing Costs"). "Transfer Premium" shall also include, but not be limited to, key money and bonus money paid by Transferee to Tenant in connection with such Transfer, and any payment in excess of fair market value for services rendered by Tenant to Transferee or for assets, fixtures, inventory, equipment, or furniture transferred by Tenant to Transferee in connection with such Transfer.

Transfer Premium. If Landlord consents to Transfer a Transfer, as a condition thereto which the parties hereby agree is reasonable, Tenant shall pay to Landlord fifty percent (50%) of any "Transfer Premium," as that term is defined in this Section 14.3, received by Tenant from such Transferee. "Transfer Premium" shall mean all rent, additional rent or other consideration payable by such Transferee in connection with the Transfer in excess of the Rent and Additional Rent payable by Tenant under this Lease during the term of the Transfer on a per rentable square foot basis if less than all of the Premises is transferred transferred, after deducting the actual, documented and reasonable expenses incurred by Tenant for (i) any reasonable changes, alterations and improvements to the Premises in connection with the Transfer and/or any tenant improvement allowance provided by Tenant to the Transferee in connection with the Transfer, (ii) any reasonable brokerage commissions in connection with free base rent or other economic concessions reasonably provided to the TransferTransferee, and (iii) reasonable attorney's fees and advertising expenses in connection with the Transfer, and (iv) any free rent provided by Tenant to the Transferee brokerage commissions in connection with the Transfer. "Transfer Premium" shall also include, but not be limited to, key money and money, bonus money or other cash consideration paid by Transferee to Tenant in connection with such Transfer, and any payment in excess of fair market value for services rendered by Tenant to Transferee or for assets, fixtures, inventory, equipment, or furniture transferred by Tenant to Transferee in connection with such Transfer.

Transfer Premium. If Landlord consents to a Transfer (not including ---------------- any Collocation Agreement pursuant to Section 14.6 below), as a condition ------------ thereto which the parties hereby agree is reasonable, Tenant shall pay to Landlord fifty percent (50%) of any "Transfer Premium," as that term is defined in this Section 14.3, received by Tenant from such Transferee. "Transfer ------------ Premium" shall mean all rent, additional rent or other consideration payable by such Transferee in connection with the Transfer in excess of the Rent and Additional Rent payable by Tenant under this Lease during the term of the Transfer on a per rentable square foot basis if less than all of the Premises is transferred transferred, after deducting the actual, documented and reasonable expenses incurred by Tenant for (i) any reasonable changes, alterations and improvements to the Premises in connection with the Transfer and/or any tenant improvement allowance provided by Tenant to the Transferee in connection with the Transfer, (ii) any reasonable free base rent reasonably provided to the Transferee, (iii) any brokerage commissions in connection with the Transfer, (iii) reasonable attorney's fees and advertising expenses in connection with the Transfer, and (iv) any free rent provided reasonable attorneys fees incurred by Tenant to the Transferee in connection conjunction with the documenting such Transfer. "Transfer Premium" shall also include, but not be limited to, key money and money, bonus money or other cash consideration paid by Transferee to Tenant in connection with such Transfer, and any payment in excess of fair market value for services rendered by Tenant to Transferee or for assets, fixtures, inventory, equipment, or furniture transferred by Tenant to Transferee in connection with such Transfer.

Transfer Premium. If Landlord consents to Transfer a Transfer, as a condition thereto which the parties hereby agree is reasonable, Tenant shall pay to Landlord fifty percent (50%) of any "Transfer Premium" as that term is defined in this Section 14.3, Premium received by Tenant from such Transferee. "“Transfer Premium" ” shall mean all rent, additional rent or other consideration payable by such Transferee in excess of the Rent and Additional Rent payable by Tenant under this Lease on a per rentable square foot basis if less than all of the Premises is transferred transferred, after deducting the actual, documented and reasonable expenses incurred by Tenant for (i) any reasonable changes, alterations and improvements to the Premises in connection with the Transfer and/or any tenant improvement allowance provided including the unamortized cost of the initial Tenant Improvements paid for by Tenant from Tenant’s own funds (but only to the Transferee in connection with the Transferextent approved by Landlord) including architectural and engineering fees, and (ii) any reasonable legal costs, advertising costs, or brokerage commissions and attorneys’ fees in connection with the TransferTransfer (collectively, (iii) reasonable attorney's fees and advertising expenses in connection with the Transfer, and (iv) any free rent provided by Tenant to the Transferee in connection with the Transfer“Subleasing Costs”). "Transfer Premium" Premium shall also include, but not be limited to, key money and bonus money paid by Transferee to Tenant in connection with such Transfer, and any payment in excess of fair market value for services rendered by Tenant to Transferee or for assets, fixtures, inventory, equipment, or furniture transferred by Tenant to Transferee in connection with such Transfer. Notwithstanding the foregoing and for the avoidance of doubt, there shall be no Transfer Premium in connection with any of the transactions contemplated in Section 14.6.

Transfer Premium. If Landlord consents to Transfer a Transfer, as a condition thereto which the parties hereby agree is reasonable, Tenant shall pay to Landlord fifty percent (50%) of any "Transfer Premium" as that term is defined in this Section 14.3, Premium received by Tenant from such Transferee. "Transfer Premium" shall mean all rent, additional rent or other consideration payable by such Transferee in connection with the Transfer in excess of the Rent and Additional Rent payable by Tenant under this Lease during the term of the Transfer on a per rentable square foot RSF basis if less than all of the Premises is transferred transferred. The Transfer Premium shall be calculated after deducting the actual, documented and reasonable expenses incurred by Tenant for (i) any reasonable changes, alterations and improvements to the Premises in connection with the Transfer and/or any tenant improvement allowance provided by Tenant to the Transferee in connection with the Transfer, (ii) any reasonable brokerage commissions in connection with free base rent or other economic concessions (including use of furniture, fixtures and equipment) reasonably provided to the TransferTransferee, (iii) any brokerage commissions and reasonable attorney's legal fees and advertising expenses other professional fees incurred by Tenant in connection with the Transfer, and (iv) any free rent provided by amounts payable to Landlord under Section 14.1 above (collectively, "Transfer Costs"). Tenant to shall first recoup all Transfer Costs from the Transferee in connection with the Transferbefore any Transfer Premium must be paid to Landlord. "Transfer Premium" shall also include, but not be limited to, key money and money, bonus money or other cash consideration paid by Transferee to Tenant in connection with such Transfer, and any payment in excess of fair market value for services rendered by Tenant to Transferee or for assets, fixtures, inventory, equipment, or furniture transferred by Tenant to Transferee in connection with such Transfer.

Transfer Premium. If Landlord consents to Transfer a Transfer, as a condition thereto which the parties hereby agree is reasonable, Tenant shall pay to Landlord fifty percent (50%) of any "Transfer Premium," as that term is defined in this Section 14.3, received by Tenant from such Transferee. "Transfer Premium" shall mean all rent, additional rent or other consideration payable by such Transferee in connection with the Transfer in excess of the Rent and Additional Rent payable by Tenant under this Lease during the term of the Transfer on a per rentable square foot basis if less than all of the Premises is transferred transferred, and after deducting the actual, documented and reasonable expenses incurred by Tenant for deduction of (i) any reasonable changes, alterations and costs of improvements made to the Premises Subject Space in connection with the Transfer and/or any tenant improvement allowance provided by Tenant to the Transferee in connection with the such Transfer, (ii) any reasonable brokerage commissions paid in connection with the such Transfer, (iii) reasonable attorney's legal fees and advertising expenses incurred in connection with the such Transfer, and (iv) any free rent other concessions provided by Tenant to the Transferee in connection with the Transfertransferee. "Transfer Premium" shall also include, but not be limited to, key money and money, bonus money or other cash consideration paid by Transferee to Tenant in connection with such Transfer, and any payment in excess of fair market value for services rendered by Tenant to Transferee or for assets, fixtures, inventory, equipment, or furniture transferred by Tenant to Transferee in connection with such Transfer. The determination of the amount of Landlord's applicable share of the Transfer Premium shall be made on a monthly basis as rent or other consideration is received by Tenant under the Transfer.

Transfer Premium. If Landlord consents to Transfer a Transfer, as a condition thereto which the parties hereby agree is reasonable, Tenant shall pay to Landlord fifty percent (50%) of any "Transfer Premium," as that term is defined in this Section 14.3, when and as received by Tenant from such Transferee. "Transfer Premium" shall mean all rent, additional rent or other consideration payable by such Transferee in excess of the Rent and Additional Rent payable by Tenant under this Lease on a per rentable square foot basis if less than all of the Premises is transferred transferred, after deducting the actual, documented and reasonable expenses incurred by Tenant for (i) any reasonable changes, alterations and improvements to the Premises in connection with the Transfer and/or any tenant improvement allowance provided by Tenant (but only to the Transferee in connection with the Transferextent approved by Landlord), and (ii) any reasonable brokerage commissions and legal fees incurred in connection with the TransferTransfer (collectively, (iii) reasonable attorney's fees and advertising expenses in connection with the Transfer, and (iv) any free rent provided by Tenant to the Transferee in connection with the Transfer"Subleasing Costs"). "Transfer Premium" shall also include, but not be limited to, key money and bonus money paid by Transferee to Tenant in connection with such Transfer, and any payment in excess of fair market value for services rendered by Tenant to Transferee or for assets, fixtures, inventory, equipment, or furniture transferred by Tenant to Transferee in connection with such Transfer.

Transfer Premium. If Landlord consents to Transfer a Transfer, as a condition thereto which the parties hereby agree is reasonable, Tenant shall pay to Landlord fifty percent (50%) of any "“Transfer Premium" ,” as that term is defined in this Section 14.3, received by Tenant from such Transferee. "“Transfer Premium" ” shall mean all rent, additional rent or other consideration payable by such Transferee in connection with the Transfer in excess of the Rent and Additional Rent payable by Tenant under this Lease during the term of the Transfer on a per rentable square foot basis if less than all of the Premises is transferred transferred, after deducting the actual, documented and reasonable expenses incurred by Tenant for (i) any reasonable changes, alterations and improvements to the Premises in connection with the Transfer and/or any tenant improvement allowance provided by Tenant to the Transferee in connection with the Transfer, (ii) any reasonable out-of-pocket concessions reasonably provided to the Transferee, and (iii) any brokerage commissions in connection with the Transfer, (iii) reasonable attorney's fees and advertising expenses in connection with the Transfer, and (iv) any free rent provided by Tenant to the Transferee in connection with the Transfer. "“Transfer Premium" ” shall also include, but not be limited to, key money and money, bonus money or other cash consideration paid by Transferee to Tenant in connection with such Transfer, and any payment in excess of fair market value for services rendered by Tenant to Transferee or for assets, fixtures, inventory, equipment, or furniture transferred by Tenant to Transferee in connection with such Transfer.

Transfer Premium. If Landlord consents to Transfer a Transfer, as a condition thereto thereto, which the parties hereby agree is reasonable, Tenant shall pay to Landlord fifty seventy-five percent (5075%) of any "“Transfer Premium" ,” as that term is defined in this Section 14.3, received by Tenant from such `Transferee. "“Transfer Premium" ” shall mean all rent, additional rent or other consideration payable by such Transferee in excess of the Rent and Additional Rent payable by Tenant under this Lease on a per rentable square foot basis if less than all of the Premises is transferred transferred, after deducting the actual, documented and reasonable expenses incurred by Tenant for (i) any reasonable changes, alterations and improvements to the Premises in connection with the Transfer and/or any tenant improvement allowance provided by Tenant (but only to the Transferee in connection with the Transferextent approved by Landlord), and (ii) any reasonable brokerage commissions in connection with the Transfer, (iii) reasonable attorney's fees and advertising expenses in connection with the Transfer, and (iv) any free rent provided by Tenant to the Transferee in connection with the Transfer. "“Transfer Premium" ” shall also include, but not be limited to, key money and bonus money paid by Transferee to Tenant in connection with such Transfer, and any payment in excess of fair market value for services rendered by Tenant to Transferee or for assets, fixtures, inventory, equipment, or furniture transferred by Tenant to Transferee in connection with such Transfer.

Transfer Premium. If Landlord consents to Transfer a Transfer, as a condition thereto which the parties hereby agree is reasonable, Tenant shall pay to Landlord fifty percent (50%) of any "Transfer Premium," as that term is defined in this Section 14.3, received by Tenant from such Transferee. "Transfer Premium" shall mean all rent, additional rent or other consideration payable by such Transferee in connection with the Transfer in excess of the Rent and Additional Rent payable by Tenant under this Lease during the term of the Transfer on a per rentable square foot basis if less than all of the Premises is transferred transferred, after deducting the actual, documented and reasonable expenses incurred by Tenant for (i) any reasonable changes, alterations and improvements to the Premises in connection with the Transfer and/or any tenant improvement allowance provided by Tenant to the Transferee in connection with the Transfer, (ii) any reasonable brokerage commissions in connection with free base rent reasonably provided to the TransferTransferee, and (iii) reasonable attorney's fees and advertising expenses in connection with the Transfer, and (iv) any free rent provided by Tenant to the Transferee brokerage commissions in connection with the Transfer. "Transfer Premium" shall also include, but not be limited to, key money and money, bonus money or other cash consideration paid by Transferee to Tenant in connection with such Transfer, and any payment in excess of fair market value for services rendered by Tenant to Transferee or for assets, fixtures, inventory, equipment, or furniture transferred by Tenant to Transferee in connection with such Transfer. The determination of the amount of Landlord's applicable share of the Transfer Premium shall be made on a monthly basis as rent or other consideration is received by Tenant under the Transfer.

Transfer Premium. If Except as provided in Section 14.7 below, if Landlord consents to Transfer a Transfer, as a condition thereto which the parties hereby agree is reasonable, Tenant shall pay to Landlord fifty percent (50%) of any "Transfer Premium" Premium (as that term is defined in this Section 14.3, below) received by Tenant from such Transferee. "“Transfer Premium" ” shall mean all rent, additional rent or other consideration payable by such Transferee in excess of the Rent and Additional Rent payable by Tenant under this Lease on a per rentable square foot basis if less than all of the Premises is transferred transferred, after deducting the actual, documented and reasonable expenses incurred by Tenant for (i) any reasonable changes, alterations and improvements to the Premises in connection with the Transfer and/or any tenant improvement allowance provided by Tenant (but only to the Transferee in connection with the Transferextent approved by Landlord), (ii) any reasonable brokerage commissions in connection with the Transfer, and (iii) any reasonable attorney's attorneys’ fees and advertising expenses in connection with the Transfer, and (iv) any free rent provided by Tenant to the Transferee in connection with the Transfer. "“Transfer Premium" ” shall also include, but not be limited to, key money and bonus money paid by Transferee to Tenant in connection with such Transfer, and any payment in excess of fair market value for services rendered by Tenant to Transferee or for assets, fixtures, inventory, equipment, or furniture transferred by Tenant to Transferee in connection with such Transfer.

Transfer Premium. If Landlord consents to Transfer a Transfer, as a condition thereto which the parties hereby agree is reasonable, Tenant shall pay to Landlord fifty percent (50%) of any "“Transfer Premium" ”, as that term is defined in this Section 14.3, received by Tenant from such Transferee. "“Transfer Premium" ” shall mean all rent, additional rent or other consideration payable by such Transferee in excess of the Rent and Additional Rent payable by Tenant under this Lease on a per rentable square foot basis if less than all of the Premises is transferred transferred, after deducting the actual, documented and reasonable expenses incurred by Tenant for (i) any reasonable changes, alterations Alterations and improvements to the Premises in connection with the Transfer and/or any tenant improvement allowance provided by Tenant to the Transferee incurred in connection with the Transfer, (ii) any reasonable brokerage commissions incurred in connection with the Transfer, (iii) any reasonable attorney's fees and advertising expenses costs incurred in connection with the Transfer, and (iv) any free rent provided by Tenant to the Transferee reasonable legal fees incurred in connection with the Transfer. "“Transfer Premium" ” shall also include, but not be limited to, key money and bonus money paid by Transferee to Tenant in connection with such Transfer, and any payment in excess of fair market value for services rendered by Tenant to Transferee or for assets, fixtures, inventory, equipment, or furniture transferred by Tenant to Transferee in connection with such Transfer. For the avoidance of doubt, the terms of this Section 14.3 shall not apply to a transaction undertaken pursuant to Section 14.7.

Transfer Premium. If Landlord consents to Transfer a Transfer, as a condition ---------------- thereto which the parties hereby agree is reasonable, Tenant shall pay to Landlord fifty percent (50%) of any "Transfer Premium," as that term is defined in this Section 14.3, received by Tenant from such Transferee. "Transfer PremiumTRANSFER PREMIUM" shall mean all rent, additional rent or other consideration payable by such Transferee in excess of the Rent and Additional Rent payable by Tenant under this Lease Lease, on a per rentable square foot basis if less than all of the Premises is transferred transferred, after deducting the actual, documented and reasonable expenses incurred by Tenant for (i) any reasonable changes, alterations and improvements to the Premises in connection with the Transfer and/or Transfer, and (ii) any tenant improvement allowance provided by Tenant to the Transferee brokerage commissions and legal fees in connection with the TransferTransfer (collectively, (ii) any reasonable brokerage commissions in connection with the Transfer, (iii) reasonable attorney's fees and advertising expenses in connection with the Transfer, and (iv) any free rent provided by Tenant to the Transferee in connection with the Transfer"SUBLEASING COSTS"). "Transfer Premium" shall also include, but not be limited to, key money and bonus money paid by Transferee to Tenant in connection with such Transfer, and any payment in excess of fair market value for services rendered by Tenant to Transferee or for assets, fixtures, inventory, equipment, or furniture transferred by Tenant to Transferee in connection with such Transfer.

Transfer Premium. If Landlord consents to Transfer a proposed transfer, as a condition thereto which the parties hereby agree is reasonable, Tenant shall pay to Landlord fifty percent (50%) of any "“Transfer Premium" ,” as that term is defined in this Section 14.3, received by Tenant from such Transferee. "“Transfer Premium" ” shall mean all rent, additional rent or other consideration payable by such Transferee transferee in connection with the Transfer in excess of the Rent and Additional Rent payable by Tenant under this Lease during the term of the Transfer (on a per rentable square foot basis if less than all of the Premises is transferred after deducting the actualtransferred); provided, documented and reasonable expenses incurred by Tenant for (i) any reasonable changeshowever, alterations and improvements to the Premises in connection with the such Transfer and/or any tenant improvement allowance provided by Tenant to the Transferee in connection with the Transfer, (ii) any reasonable brokerage commissions in connection with the Transfer, (iii) reasonable attorney's fees and advertising expenses in connection with the Transfer, and (iv) any free rent provided by Tenant to the Transferee in connection with the Transfer. "Transfer Premium" Premium shall also include, but not be limited to, key money and money, bonus money or other cash consideration paid by Transferee transferee to Tenant in connection with such transfer, and any payment in excess of fair market value for services rendered by Tenant to transferee or for assets, fixtures, inventory, equipment, or furniture transferred by Tenant to transferee in connection with such Transfer, and shall be reduced dollar for dollar (on a straight-line amortized basis over the term of the applicable sublease or the remaining Lease Term other than with respect to a sublease) by any reasonable, out-of-pocket expenses incurred by Tenant in connection with such Transfer. No Transfer Premium shall apply for any transaction not requiring Landlord consent under this Article 14.

Transfer Premium. If Landlord consents to Transfer a Transfer, as a condition thereto which the parties hereby agree is reasonable, Tenant shall pay to Landlord fifty percent (50%) of any "Transfer Premium," as that term is defined in this Section 14.3, received by Tenant from such Transferee. "Transfer PremiumTRANSFER PREMIUM" shall mean all rent, additional rent or other consideration payable by such Transferee in excess of the Rent and Additional Rent payable by Tenant under this Lease on a per rentable square foot basis if less than all of the Premises is transferred transferred, after deducting the actual, documented and reasonable expenses incurred by Tenant for (i) any reasonable changes, alterations and improvements to the Premises in connection with the Transfer and/or any tenant improvement allowance provided by Tenant to the Transferee in connection with the Transfer, (ii) any reasonable brokerage commissions in connection with the Transfer, and (iii) any reasonable attorney's legal fees and advertising expenses costs incurred by Tenant in connection with the TransferTransfer (collectively, and (iv) any free rent provided by Tenant to the Transferee in connection with the Transfer"SUBLEASING COSTS"). "Transfer Premium" shall also include, but not be limited to, key money and bonus money paid by Transferee to Tenant in connection with such Transfer, and any -26- payment in excess of fair market value for services rendered by Tenant to Transferee or for assets, fixtures, inventory, equipment, or furniture transferred by Tenant to Transferee in connection with such Transfer.

Transfer Premium. If Landlord consents to Transfer a Transfer, as a condition thereto which the parties hereby agree is reasonable, Tenant shall pay to Landlord fifty percent (50%) of any "Transfer Premium," as that term is defined in this Section 14.3, received by Tenant from such Transferee. "Transfer PremiumTRANSFER PREMIUM" shall mean all rent, additional rent or other consideration payable by such Transferee in excess of the Rent and Additional Rent payable by Tenant under this Lease on a per rentable square foot basis if less than all of the Premises is transferred transferred, after deducting the actual, documented and reasonable expenses incurred by Tenant for (i) any reasonable changes, alterations and improvements to the Premises in connection with the Transfer and/or any tenant improvement allowance provided by Tenant to the Transferee in connection with the Transfer, (ii) any reasonable brokerage commissions in connection with the Transfer, and (iii) any reasonable attorney's legal fees and advertising expenses costs incurred by Tenant in connection with the TransferTransfer (collectively, and (iv) any free rent provided by Tenant to the Transferee in connection with the Transfer"SUBLEASING COSTS"). "Transfer Premium" shall also include, but not be limited to, key money and bonus money paid by Transferee to Tenant in connection with such Transfer, and any payment in excess of fair market value for services rendered by Tenant to Transferee or for assets, fixtures, inventory, equipment, or furniture transferred by Tenant to Transferee in connection with such Transfer.

Transfer Premium. If Landlord consents to Transfer a Transfer, as a condition thereto which the parties hereby agree is reasonable, Tenant shall pay to Landlord fifty percent (50%) of any "“Transfer Premium" ,” as that term is defined in this Section 14.3, received by Tenant from such Transferee. "“Transfer Premium" ” shall mean all rent, additional rent or other consideration payable by such Transferee in connection with the Transfer in excess of the Rent and Additional Rent payable by Tenant under this Lease during the term of the Transfer on a per rentable square foot basis if less than all of the Premises is transferred transferred, after deducting the actual, documented and reasonable expenses incurred by Tenant for (i) any reasonable changes, alterations and improvements to the Premises in connection with the Transfer and/or any tenant improvement allowance provided by Tenant to the Transferee in connection with the Transfer, (ii) any reasonable free base rent or other economic concessions reasonably provided to the Transferee, and (iii) any brokerage commissions in connection with the Transfer, (iii) reasonable attorney's fees and advertising expenses in connection with the Transfer, and (iv) any free rent provided by Tenant to the Transferee in connection with the Transfer. "“Transfer Premium" ” shall also include, but not be limited to, key money and money, bonus money or other cash consideration paid by Transferee to Tenant in connection with such Transfer (excluding any bona-fide consideration payable to Tenant in connection with Tenant’s sale of its business separate and apart from its leasehold interest documented herein), and any payment in excess of fair market value for services rendered by Tenant to Transferee or for assets, fixtures, inventory, equipment, or furniture transferred by Tenant to Transferee in connection with such Transfer.

Transfer Premium. If Landlord consents to Transfer a Transfer, as a condition thereto which the parties hereby agree is reasonable, Tenant shall pay to Landlord fifty percent (50%) of any "Transfer Premium" ", as that term is defined in this Section 14.3, received by Tenant from such Transferee. "Transfer Premium" shall mean all rent, additional rent or other consideration payable by such Transferee in excess of the Rent and Additional Rent payable by Tenant under this Lease on a per rentable square foot basis if less than all of the Premises is transferred transferred, after deducting the actual, documented and reasonable expenses incurred by Tenant for (i) any reasonable changes, alterations and improvements to the Premises in connection with the Transfer and/or any tenant improvement allowance provided by Tenant (but only to the Transferee in connection with the Transferextent approved by Landlord), (ii) any reasonable brokerage commissions in connection with the Transfer, and (iii) any commercially reasonable attorney's fees and advertising expenses free rent or other economic incentive granted by Tenant in connection with the TransferTransfer (collectively, and (iv) any free rent provided by Tenant to the Transferee in connection with the Transfer"Subleasing Costs"). "Transfer Premium" shall also include, but not be limited to, key money and bonus money paid by Transferee to Tenant in connection with such Transfer, and any payment in excess of fair market value for services rendered by Tenant to Transferee or for assets, fixtures, inventory, equipment, or furniture transferred by Tenant to Transferee in connection with such Transfer.

Transfer Premium. If Landlord consents to Transfer a Transfer, as a condition thereto which the parties hereby agree is reasonable, Tenant shall pay to Landlord fifty percent (50%) of any "Transfer Premium," (as that term is defined in this Section 14.3, hereinafter defined) received by Tenant from such Transferee. "Transfer Premium" shall mean all rent, additional rent or other consideration payable by such Transferee in excess of the Rent and Additional Rent payable by Tenant under this Lease Lease, on a per rentable square foot of Rentable Area basis if less than all of the Premises is transferred transferred, after deducting the actual, documented and reasonable expenses incurred by Tenant for (i) any reasonable changes, alterations and improvements to the Premises in connection with the Transfer and/or any tenant improvement allowance provided by Tenant or contributions to the Transferee in connection with the Transfercost thereof, (ii) any brokerage commissions, reasonable brokerage commissions attorneys' fees and reasonable advertising and marketing costs reasonably incurred by Tenant in connection with the Transfer, Transfer and (iii) any other commercially reasonable attorney's fees and advertising expenses in connection with the Transfer, and (iv) any free rent provided by Tenant to the Transferee in connection with the Transfermonetary concessions such as improvement allowances. "Transfer Premium" shall also include, but not be limited to, key money and bonus money paid by Transferee to Tenant in connection with such Transfer, and any payment in excess of fair market value for services rendered by Tenant to Transferee or for assets, fixture, inventory, equipment or furniture transferred by Tenant to Transferee in connection with such Transfer. This Section 13.4 shall not apply to any Permitted Transfer.

Transfer Premium. If Landlord consents to Transfer a Transfer, as a condition thereto which the parties hereby agree is reasonable, Tenant shall pay to Landlord fifty percent (50%) of any "“Transfer Premium" ,” as that term is defined in this Section 14.3, received by Tenant from such Transferee. "“Transfer Premium" ” shall mean all rent, additional rent or other consideration payable by such Transferee in excess of the Rent and Additional Rent payable by Tenant under this Lease (on a per rentable square foot basis if less than all of the Premises is transferred transferred), after deducting the actual, documented and reasonable expenses (collectively, the “Reasonable Transfer Costs”) incurred by Tenant for (i) any reasonable changesthird party legal fees, alterations and improvements to the Premises in connection with the Transfer and/or any tenant improvement allowance provided by Tenant to the Transferee in connection with the Transfer, (ii) any reasonable brokerage commissions in connection with the Transfer, (iii) reasonable attorney's fees and advertising expenses in connection with the Transfer, and (iv) any free rent provided by Tenant to the Transferee in connection with the Transfer. "“Transfer Premium" ” shall also include, but not be limited to, key money and bonus money paid by Transferee to Tenant in connection with such Transfer, and any payment in excess of fair market value for services rendered by Tenant to Transferee or for assets, fixtures, inventory, equipment, or furniture transferred by Tenant to Transferee in connection with such Transfer. In the case of a Transfer other than an assignment of Tenant’s entire interest in the Lease and Premises, Reasonable Transfer Costs shall be amortized on a straight line basis, without interest, over the initial term of the Transfer.

Transfer Premium. If Landlord consents to Transfer a Transfer, as a condition thereto which the parties hereby agree is reasonable, Tenant shall pay to Landlord Landlord, other than in connection with a Permitted Transfer, fifty percent (50%) of any "“Transfer Premium" ,” as that term is defined in this Section 14.3, received by Tenant from such Transferee. "“Transfer Premium" ” shall mean all rent, additional rent or other consideration payable by such Transferee in excess of the Rent and Additional Rent payable by Tenant under this Lease on a per rentable square foot basis if less than all of the Premises is transferred basis, after deducting the actual, documented and reasonable expenses incurred by Tenant for (i) any reasonable changes, alterations and improvements to the Premises in connection with the Transfer and/or any tenant improvement allowance provided by Tenant to the Transferee in connection with the Transfer, (ii) any reasonable brokerage commissions in connection with the Transfer, Transfer and (iii) any reasonable attorney's attorneys’ fees and advertising expenses in connection with incurred to document such Transfer (collectively, the Transfer, and (iv) any free rent provided by Tenant to the Transferee in connection with the Transfer“Subleasing Costs”). "“Transfer Premium" ” shall also include, but not be limited to, key money and bonus money paid by Transferee to Tenant in connection with such Transfer, and any payment in excess of fair market value for services rendered by Tenant to Transferee or for assets, fixtures, inventory, equipment, or furniture transferred by Tenant to Transferee solely in connection with such Transfer.

Transfer Premium. If Landlord consents to Transfer a Transfer, as a condition thereto which the parties hereby agree is reasonable, Tenant shall pay to Landlord fifty percent (50%) of any "“Transfer Premium" ,” as that term is defined in this Section 14.3, received by Tenant from such Transferee. "“Transfer Premium" ” shall mean all rent, additional rent or other consideration payable by such Transferee in excess of the Rent and Additional Rent payable by Tenant under this Lease on a per rentable square foot basis if less than all of the Premises is transferred transferred, after deducting the actual, documented and reasonable expenses incurred by Tenant for (i) any reasonable changes, alterations and improvements to the Premises in connection with the Transfer and/or any tenant improvement allowance provided by Tenant (but only to the Transferee in connection with the Transferextent approved by Landlord), and (ii) any reasonable brokerage commissions in connection with the Transfer, (iii) reasonable attorney's fees and advertising expenses in connection with the Transfer, and (iv) any free rent provided by Tenant to the Transferee in connection with the Transfer. "“Transfer Premium" ” shall also include, but not be limited to, key money and bonus money paid by Transferee to Tenant in connection with such Transfer, and any payment in excess of fair market value for services rendered by Tenant to Transferee or for assets, fixtures, inventory, equipment, or furniture transferred by Tenant to Transferee in connection with such Transfer.

Transfer Premium. If Landlord consents to Transfer a Transfer, as a condition thereto which the parties hereby agree is reasonable, Tenant shall pay to Landlord fifty percent (50%) of any "Transfer Premium," (as that term is defined in this Section 14.3, hereinafter defined) received by Tenant from such Transferee. "Transfer Premium" shall mean all rent, additional rent or other consideration payable by such Transferee in excess of the Rent and Additional Rent payable by Tenant under this Lease Lease, on a per rentable square foot of Rentable Area basis if less than all of the Premises is transferred transferred, after deducting the actual, documented and reasonable expenses incurred by Tenant for (i) any reasonable changes, alterations and improvements to the Premises in connection with the Transfer and/or any tenant improvement allowance provided by Tenant or contributions to the Transferee in connection with the Transfer, cost thereof and (ii) any brokerage commissions, reasonable brokerage commissions in connection with the Transfer, (iii) reasonable attorney's attorneys' fees and reasonable advertising expenses in connection with the Transfer, and (iv) any free rent provided marketing costs reasonably incurred by Tenant to the Transferee in connection with the Transfer. "Transfer Premium" shall also include, but not be limited to, key money and bonus money paid by Transferee to Tenant in connection with such Transfer, and any payment in excess of fair market value for services rendered by Tenant to Transferee or for assets, fixture, inventory, equipment or furniture transferred by Tenant to Transferee in connection with such Transfer.

Transfer Premium. If Landlord consents to Transfer a Transfer, as a condition thereto which the parties hereby agree is reasonable, Tenant shall pay to Landlord fifty percent (50%) of any the "Transfer Premium," as that term is defined in this Section 14.3, received by Tenant from such Transferee. "Transfer Premium" shall mean all rent, additional rent or other consideration payable by such Transferee in excess of the Rent and Additional Rent payable by Tenant under this Lease on a per rentable square foot basis if less than all of the Premises is transferred transferred, after deducting the actual, documented and reasonable expenses incurred by Tenant for (i) any reasonable changes, alterations and improvements to the Premises in connection with the Transfer and/or any tenant improvement allowance provided by Tenant (but only to the Transferee in connection with the Transferextent approved by Landlord), and (ii) any reasonable brokerage commissions in connection with the TransferTransfer (collectively, (iii) reasonable attorney's fees and advertising expenses in connection with the Transfer, and (iv) any free rent provided by Tenant to the Transferee in connection with the Transfer"Subleasing Costs"). "Transfer Premium" shall also include, but not be limited to, key money and bonus money paid by Transferee to Tenant in connection with such Transfer, and any payment in excess of fair market value for services rendered by Tenant to Transferee or for assets, fixtures, inventory, equipment, or furniture transferred by Tenant to Transferee in connection with such Transfer.

Transfer Premium. If Landlord consents to Transfer a Transfer, as a condition thereto which the parties hereby agree is reasonable, Tenant shall pay to Landlord fifty percent (50%) of any "“Transfer Premium" ,” as that term is defined in this Section 14.3, received by Tenant from such Transferee. "“Transfer Premium" ” shall mean all rent, additional rent or other consideration payable by such Transferee in excess of the Rent and Additional Rent payable by Tenant under this Lease (on a per rentable square foot basis if less than all of the Premises is transferred transferred), after deducting the actual, documented and reasonable expenses incurred by Tenant for (i) any reasonable changes, alterations and improvements to the Premises in connection with the Transfer and/or any tenant improvement allowance provided by Tenant (but only to the Transferee in connection with the Transferextent approved by Landlord), and (ii) any reasonable brokerage commissions and legal fees not to exceed $3,000.00 in connection with the Transfer, (iii) reasonable attorney's fees and advertising expenses in connection with the Transfer, and (iv) any free rent provided by Tenant to the Transferee aggregate in connection with the Transfer. "“Transfer Premium" ” shall also include, but not be limited to, key money and bonus money paid by Transferee to Tenant in connection with such Transfer, and any payment in excess of fair market value for services rendered by Tenant to Transferee or for assets, fixtures, inventory, equipment, or furniture transferred by Tenant to Transferee in connection with such Transfer.

Transfer Premium. If Except as provided in Section 14.7 below, if Landlord consents to Transfer a Transfer, as a condition thereto which the parties hereby agree is reasonable, Tenant shall pay to Landlord fifty one hundred percent (50100%) of any "“Transfer Premium" ,” as that term is defined in this Section 14.3, received by Tenant from such Transferee. "“Transfer Premium" ” shall mean all rent, additional rent or other consideration payable by such Transferee in excess of the Rent and Additional Rent payable by Tenant under this Lease on a per rentable square foot basis if less than all of the Premises is transferred transferred, after deducting the actual, documented and reasonable expenses incurred by Tenant for (i) any reasonable changes, alterations and improvements to the Premises in connection with the Transfer Transfer, and/or any commercially reasonable tenant improvement allowance, space planning allowance, moving allowance or other out-of-pocket monetary concessions paid or provided by Tenant to the Transferee in connection with the TransferTransfer (but only to the extent approved by Landlord), and (ii) any reasonable brokerage commissions in connection with the TransferTransfer (collectively, (iii) reasonable attorney's fees and advertising expenses in connection with the Transfer, and (iv) any free rent provided by Tenant to the Transferee in connection with the Transfer“Subleasing Costs”). "“Transfer Premium" ” shall also include, but not be limited to, key money and bonus money paid by Transferee to Tenant in connection with such Transfer, and any payment in excess of fair market value for services rendered by Tenant to Transferee or for assets, fixtures, inventory, equipment, or furniture transferred by Tenant to Transferee in connection with such Transfer.

Transfer Premium. If Landlord consents to Transfer a Transfer, as a condition ---------------- thereto which the parties hereby agree is reasonable, Tenant shall pay to Landlord fifty percent (50%) of any "Transfer Premium," as that term is defined in this Section 14.3, received by Tenant from such Transferee. "Transfer Premium" shall mean all rent, additional rent or other consideration payable by such Transferee in excess of the Rent and Additional Rent payable by Tenant under this Lease on a per rentable square foot basis if less than all of the Premises is transferred transferred, after deducting the actual, documented and reasonable expenses incurred by Tenant for (i) any reasonable changes, alterations and improvements to the Premises in connection with the Transfer and/or any tenant improvement allowance provided by Tenant to the Transferee in connection with the Transfer, and (ii) any reasonable brokerage commissions in connection with the TransferTransfer (collectively, (iii) reasonable attorney's fees and advertising expenses in connection with the Transfer, and (iv) any free rent provided by Tenant to the Transferee in connection with the Transfer"Subleasing Costs"). "Transfer Premium" shall also include, but not be limited to, key money and bonus money paid by Transferee to Tenant in connection with such Transfer, and any payment in excess of fair market value for services rendered by Tenant to Transferee or for assets, fixtures, inventory, equipment or furniture transferred by Tenant to Transferee in connection with such Transfer.

Transfer Premium. If Landlord consents to Transfer a Transfer, as a condition thereto which the parties hereby agree is reasonable, Tenant shall pay to Landlord fifty percent (50%) of any "Transfer Premium," as that term is defined in this Section 14.3, received by Tenant from such Transferee. "Transfer Premium" shall mean all rent, additional rent or other consideration payable by such Transferee in excess of the Rent and Additional Rent payable by Tenant under this Lease on a per rentable square foot basis if less than all of the Premises is transferred transferred, after deducting the actual, documented and reasonable expenses incurred by Tenant for (i) any reasonable changes, alterations and improvements to the Premises in connection with the Transfer and/or any tenant improvement allowance provided by Tenant (but only to the Transferee in connection with the Transferextent approved by Landlord), and (ii) any reasonable brokerage commissions in connection with the Transfer, (iii) reasonable attorney's and legal fees and advertising expenses in connection with the Transfer, and (iv) any free rent provided by Tenant to the Transferee in connection with the Transfer. "Transfer Premium" shall also include, but not be limited to, key money and bonus money paid by Transferee to Tenant in connection with such Transfer, and any payment in excess of fair market value for services rendered by Tenant to Transferee or for assets, fixtures, inventory, equipment, or furniture transferred by Tenant to Transferee in connection with such Transfer. This Section 14.3 shall not apply to any Permitted Transfer.

Transfer Premium. If Landlord consents to Transfer a proposed transfer, as a condition thereto which the parties hereby agree is reasonable, Tenant shall pay to Landlord fifty percent (50%) of any "“Transfer Premium" ,” as that term is defined in this Section 14.3, received by Tenant from such Transferee. "“Transfer Premium" ” shall mean all rent, additional rent or other consideration payable by such Transferee transferee in connection with the transfer in excess of the Rent and Additional Rent payable by Tenant under this Lease during the term of the transfer (on a per rentable square foot basis if less than all of the Premises is transferred transferred), after deducting on a monthly amortized basis over the actual, documented and term of the applicable Transfer the reasonable expenses incurred by Tenant for (i) any reasonable changes, alterations and improvements to the Premises in connection with the Transfer and/or any tenant improvement allowance provided by Tenant (but only to the Transferee in connection with the Transferextent approved by Landlord), and (ii) any reasonable brokerage commissions commissions, and attorneys’ fees in connection with the Transfer; provided, (iii) reasonable attorney's fees and advertising expenses in connection with the Transferhowever, and (iv) any free rent provided by Tenant to the Transferee in connection with the Transfer. "such Transfer Premium" Premium shall also include, but not be limited to, key money and money, bonus money or other cash consideration paid by Transferee transferee to Tenant in connection with such transfer, and any payment in excess of fair market value for services rendered by Tenant to transferee or for assets, fixtures, inventory, equipment, or furniture transferred by Tenant to transferee in connection with such Transfer.

Transfer Premium. If Except as otherwise provided in Section 10.6 below, if Landlord consents to Transfer a Transfer, as a condition thereto which the parties hereby agree is reasonable, Tenant shall pay to Landlord fifty percent (50%) of any "the Transfer Premium" as that term is defined in this Section 14.3, Premium received by Tenant from such Transferee. "“Transfer Premium" ” shall mean all rent, additional rent or rent, parking charges and other consideration payable by received from such Transferee in excess of the Rent Rent, Additional Rent, parking charges and Additional Rent other consideration payable by Tenant under this Lease on a per rentable square foot basis if less than all of the Premises is transferred transferred, after deducting the actual, reasonable and documented and reasonable expenses incurred by Tenant for (i) any reasonable changes, alterations and improvements made to the Premises in connection with the Transfer Premises, and/or any tenant improvement allowance provided by Tenant to the Transferee Transferee, in connection with the Transfer, (ii) any reasonable brokerage commissions in connection with the Transfer, (iii) reasonable attorney's fees and advertising expenses in connection with the Transfer, and (iviii) any free rent provided reasonable legal fees incurred by Tenant to Txxxxx in negotiating the Transferee in connection with the TransferTransfer and obtaining Landlord’s consent thereto. "“Transfer Premium" ” shall also include, but not be limited to, key money and bonus money paid by Transferee to Tenant in connection with such Transfer, and any payment in excess of fair market value for services rendered by Tenant to the Transferee in connection with such Transfer.