Common use of Substantial Taking Clause in Contracts

Substantial Taking. If all or a substantial part of the Premises are taken or condemned for any public or quasi‑public use under any Law or by right of eminent domain, or by a conveyance in lieu thereof (all of the foregoing being referred to herein as a “Taking”), and the Taking results in a greater than twenty percent (20%) reduction in the rent payable under the Approved Sublease, results in a greater than twenty percent (20%) reduction in rentable square footage of the Premises, or otherwise substantially impairs operations at the Premises (a “Substantial Taking”), then this Lease may be terminated by Master Tenant by thirty (30) days written notice from Master Tenant to Landlord, and upon such termination all obligations of Master Tenant hereunder shall terminate. In the event of a Substantial Taking, Landlord shall be entitled to (i) all awards paid or payable with respect to such Taking, and (ii) recover from the condemning authority any compensation as may be separately awarded on account of moving and relocation expenses and depreciation to and removal of Landlord’s (or its assignee’s or sublessee’s, including the Approved Subtenant) physical property and all other interests and properties for which Landlord (or its assignee or sublessee, including the Approved Subtenant) is entitled to compensation from such condemning authority under common law and applicable statutes, subject to any conflicting provisions of the Approved Sublease. Landlord will assign any such compensation to the Approved Subtenant, if required by the Approved Sublease. If such an event occurs, Landlord waives all claims against the Master Tenant for any damages suffered by such condemnation, damage, destruction, or lease termination.

Substantial Taking. If all or a substantial part of the Premises are taken or condemned for any public or quasi‑public use under any Law or by right of eminent domain, or by a conveyance in lieu thereof (all of the foregoing being referred to herein as a “Taking”), and the Taking results in a greater more than twenty percent (20%) reduction of the floor area of the Premises should be taken for any public or quasi-public use under any governmental law, ordinance or regulation or by right of eminent domain or by private purchase in lieu thereof, this Lease shall terminate and the rent payable under Rent (excluding Rent accruing with respect to the Approved Subleaseperiod prior to the date of such termination) shall be abated during the unexpired portion of this Lease, results in a greater effective on the date physical possession is taken by the condemning authority. If less than twenty percent (20%) reduction in rentable square footage of the Premises, or otherwise substantially impairs operations at floor area of the Premises (a “Substantial Taking”)should be taken as aforesaid, then this Lease shall not terminate; however, the Base Rent payable hereunder during the unexpired portion of this Lease shall be reduced in proportion to the area taken, effective on the date physical possession is taken by the condemning authority. Following such partial taking, Landlord shall make all necessary repairs or alterations within the scope of Landlord’s Work as described in Exhibit C necessary to make the Premises an architectural whole. If any part of the Common Area shall be taken as aforesaid, this Lease shall not terminate, nor shall the Rent payable hereunder be reduced; provided, however, either Landlord or Tenant may terminate this Lease if the area of the Common Area remaining following such taking plus any additional parking area provided by Landlord in reasonable proximity to the Property shall be terminated less than fifty percent (50%) of the area of the Common Area immediately prior to the taking. Any election to terminate this Lease in accordance with this provision shall be evidenced by Master Tenant by written notice of termination delivered to the other party within thirty (30) days written notice from Master Tenant to after the date physical possession is taken by the condemning authority. All compensation awarded for any taking for public purposes, whether permanent or temporary (or the proceeds of private sale in lieu thereof), of the Premises or Common Area shall be the property of Landlord, and upon Tenant hereby assigns its interest in any such termination all obligations of Master Tenant hereunder shall terminate. In the event of a Substantial Takingaward to Landlord; provided, however, Landlord shall have no interest in any award made to Tenant for loss of business, relocation expenses and/or for the taking of Tenant’s fixtures and other personal property of Tenant if a separate award for such items is made to Tenant and does not diminish the award payable to Landlord. Tenant shall in no event be entitled to (i) all awards paid or payable with respect to such Taking, and (ii) recover from any award made for the condemning authority any compensation as may be separately awarded on account of moving and relocation expenses and depreciation to and removal of Landlord’s (or its assignee’s or sublessee’s, including the Approved Subtenant) physical property and all other interests and properties for which Landlord (or its assignee or sublessee, including the Approved Subtenant) is entitled to compensation from such condemning authority under common law and applicable statutes, subject to any conflicting provisions value of the Approved Sublease. Landlord will assign any such compensation to the Approved Subtenant, if required by the Approved Sublease. If such an event occurs, Landlord waives all claims against the Master Tenant for any damages suffered by such condemnation, damage, destruction, or lease terminationunexpired Term of this Lease.

Substantial Taking. If all If, at any time during the term of this Lease, the whole or Substantially All Of the Demised Premises and/or the Common Elements shall be the subject of a substantial part Taking, by any lawful power or authority by the exercise of the Premises are taken right of condemnation or condemned for any public or quasi‑public use under any Law eminent domain or by right of eminent domain, or by a conveyance in lieu thereof (all of the foregoing being referred to herein as a “Taking”), and the Taking results in a greater than twenty percent (20%) reduction in the rent payable under the Approved Sublease, results in a greater than twenty percent (20%) reduction in rentable square footage of the Premises, or otherwise substantially impairs operations at the Premises (a “Substantial Taking”), then this Lease may be terminated by Master Tenant by thirty (30) days written notice from Master Tenant to agreement among Landlord, Tenant and upon those authorized to exercise such termination all obligations of Master Tenant hereunder shall terminate. In the event of a Substantial Takingright then, Landlord shall be entitled to (i) all awards paid if such taking occurs after the tenth anniversary of the Delivery Date, Tenant may exercise the Purchase Option pursuant to the provisions of Article V hereof (and thereupon relinquish forever its right to be subject to the DUO and receive the correlative benefits thereof), or payable with respect to such Taking, and (ii) recover from if Tenant does not so exercise the condemning authority any compensation as may Purchase Option or if the same is not then exercisable by Tenant hereunder, this Lease and the term of this Lease shall terminate and expire on the date of such Taking. The term “Substantially All Of” shall be separately awarded on account of moving and relocation expenses and depreciation deemed to and removal of Landlord’s (or its assignee’s or sublessee’s, including the Approved Subtenant) physical property and all other interests and properties for which Landlord (or its assignee or sublessee, including the Approved Subtenant) is entitled to compensation from mean such condemning authority under common law and applicable statutes, subject to any conflicting provisions portion of the Approved Sublease. Landlord will assign any such compensation Demised Premises and/or the Common Elements as, when so taken, in Tenant’s reasonable judgment, would leave remaining a balance of the Demised Premises and/or the Common Elements which, due either to the Approved Subtenantarea so taken or the location of the part so taken in relation to the part not so taken, if would not under economic conditions, applicable zoning laws or building regulations then existing or prevailing, and after performance by Tenant of all covenants, agreements, terms and provisions contained herein or by Legal Requirements required to be observed or performed by Tenant, readily accommodate premises of a nature similar to the Approved Sublease. If such an event occursDemised Premises and capable of producing a proportionately (i.e., Landlord waives all claims against proportional to the Master Tenant for any damages suffered by such condemnation, damage, destruction, Rentable Square Feet not so taken) fair and reasonable net annual income or lease terminationcapable of supporting substantially similar activities as the Demised Premises.

Substantial Taking. If all the whole or a substantial part substantially the whole of the Premises are or such portion thereof which renders the Premises unusable by Tenant should be taken or condemned for any public or quasi‑public use under any Law or quasi-public use, by right of eminent domain, domain or by a conveyance otherwise or should be sold in lieu thereof (all of the foregoing being referred to herein as a “Taking”), and the Taking results in a greater than twenty percent (20%) reduction in the rent payable under the Approved Sublease, results in a greater than twenty percent (20%) reduction in rentable square footage of the Premises, or otherwise substantially impairs operations at the Premises (a “Substantial Taking”)condemnation, then this Lease shall terminate as of the date when physical possession of the Premises is taken by the condemning authority. If less than the whole or substantially the whole of the Premises is thus taken or sold such that the Premises are unusable as a result of a condemnation and Tenant will be prevented from carrying on its normal business operations for a period of 60 days or more, either party may be terminated terminate this Lease by Master Tenant by thirty (30) days providing written notice from Master to the other party. Upon such termination, the obligations of the parties hereunder, including the obligation of the Tenant to pay rent, shall cease as of the day the Premises became unusable as a result of such condemnation or taking. If this Lease is not so terminated upon any such partial taking or sale, the rent payable hereunder shall be diminished by an equitable amount based on the portion of the Premises taken, if any, and Landlord shall, to the extent Landlord deems feasible, restore the Premises to substantially their former condition, provided, however, Landlord shall not be required to spend for such work an amount in excess of the amount received by Landlord as compensation for such damage. All amounts awarded upon a taking of any part or all of the Premises shall belong to Landlord, and upon such termination all obligations of Master Tenant hereunder shall terminate. In the event of a Substantial Taking, Landlord shall not be entitled to (i) and expressly waives all awards paid or payable with respect claim to any such Taking, and (ii) recover from the condemning authority any compensation as may be separately awarded on account of moving and relocation expenses and depreciation to and removal of Landlord’s (or its assignee’s or sublessee’scompensation, including any award or ascertainment for the Approved Subtenant) physical property and all other interests and properties for value of Tenant's leasehold estate, which Landlord (or its assignee or sublessee, including the Approved Subtenant) value is entitled to compensation from such condemning authority under common law and applicable statutes, subject to any conflicting provisions of the Approved Sublease. Landlord will assign any such compensation hereby assigned to the Approved Subtenant, if required by the Approved Sublease. If such an event occurs, Landlord waives all claims against the Master Tenant for any damages suffered by such condemnation, damage, destruction, or lease terminationLandlord.

Substantial Taking. If all the whole or a substantial part substantially the whole of the Premises are should be taken or condemned for any public or quasi‑public use under any Law or quasi-public use, by right of eminent domain, domain or by a conveyance otherwise or should be sold in lieu thereof (all of the foregoing being referred to herein as a “Taking”), and the Taking results in a greater than twenty percent (20%) reduction in the rent payable under the Approved Sublease, results in a greater than twenty percent (20%) reduction in rentable square footage of the Premises, or otherwise substantially impairs operations at the Premises (a “Substantial Taking”)condemnation, then this Lease shall terminate as of the date when physical possession of the Premises is taken by the condemning authority. If less than the whole or substantially the whole of the Premises is thus taken or sold such that the Premises are unusable as a result of a condemnation and Tenant will be prevented from carrying on its normal business operations for a period of 60 days or more, either party may be terminated terminate this Lease by Master Tenant by thirty (30) days providing written notice from Master to the other party. Upon such termination, the obligations of the parties hereunder, including the obligation of the Tenant to pay rent, shall cease as of the day the Premises became unusable as a result of such condemnation or taking. If this Lease is not so terminated upon any such partial taking or sale, the rent payable hereunder shall be diminished by an equitable amount based on the portion of the Premises taken, if any, and Landlord shall, to the extent Landlord deems feasible, restore the Premises to substantially their former condition, provided, however, Landlord shall not be required to spend for such work an amount in excess of the amount received by Landlord as compensation for such damage. All amounts awarded upon a taking of any part or all of the Premises shall belong to Landlord, and upon such termination all obligations of Master Tenant hereunder shall terminate. In the event of a Substantial Taking, Landlord shall not be entitled to (i) and expressly waives all awards paid or payable with respect claim to any such Taking, and (ii) recover from the condemning authority any compensation as may be separately awarded on account of moving and relocation expenses and depreciation to and removal of Landlord’s (or its assignee’s or sublessee’scompensation, including any award or ascertainment for the Approved Subtenant) physical property and all other interests and properties for value of Tenant's leasehold estate, which Landlord (or its assignee or sublessee, including the Approved Subtenant) is entitled to compensation from such condemning authority under common law and applicable statutes, subject to any conflicting provisions of the Approved Sublease. Landlord will assign any such compensation value in hereby assigned to the Approved Subtenant, if required by the Approved Sublease. If such an event occurs, Landlord waives all claims against the Master Tenant for any damages suffered by such condemnation, damage, destruction, or lease terminationLandlord.