Common use of Transferee Information Required Clause in Contracts

Transferee Information Required. If Tenant desires to assign its interest in this Lease or sublet the Premises, or transfer any interest of Tenant therein, or permit the use of the Premises by another party (hereinafter collectively referred to as a “Transfer”), Tenant shall give Landlord at least sixty (60) days prior written notice of the proposed Transfer and of the terms of such proposed Transfer, including, but not limited to, the name and legal composition of the proposed transferee, a complete and accurate financial statement of the proposed transferee, the nature of the proposed transfer’s business to be carried on in the Premises, the payment to be made or other consideration to be given to Tenant on account of the Transfer, and such other pertinent information as may be requested by Landlord within five (5) days following Tenant’s submission of the foregoing information, all in sufficient detail to enable Landlord to evaluate the proposed Transfer and the prospective transferee. In the event Tenant seeks to Transfer its interest in this Lease or the Premises, Landlord shall have the following options, which may be exercised in its reasonable discretion: 1) In a case of (i) any proposed assignment of Tenant’s interest in this Lease or (ii) the sublease of one (I) full floor or more for a term which is at least two (2) years (including potential options) in either case, except in the case of a Permitted Transfer (defined below), Landlord may elect to terminate this Lease with respect to the area that is the subject of the proposed Transfer effective as of the proposed effective date of the proposed Transfer and release Tenant from any further liability hereunder accruing with respect to such space after such termination date by giving Tenant written notice of such termination within seven (7) days after receipt by Landlord of Tenant’s notice of intent to transfer as provided above. If Landlord makes such election to terminate this Lease, Tenant shall surrender the applicable portion of the Premises, in accordance with Paragraph 34, on or before the effective termination date, provided that, in no event will Tenant have less than one hundred twenty (120) days from the date it receives notice of Landlord’s election to vacate and surrender the applicable portion of the Premises; or 2) Landlord may consent to the proposed Transfer on the condition that Tenant agrees to pay to Landlord, as Additional Rent, seventy five percent (75%) of any and all rents or other consideration (including key money) received by Tenant from the transferee by reason of such Transfer in excess of the rent payable by Tenant to Landlord under this Lease (after deducting commercially reasonable brokerage commissions, advertising expenses, attorneys’ fees and construction costs incurred by Tenant in connection with the Transfer). Tenant expressly agrees that the foregoing is a reasonable condition for obtaining Landlord’s consent to any Transfer; or 3) Landlord may reasonably withhold its consent to the proposed Transfer. Without limitation, the following will be deemed reasonable grounds on which to withhold consent to a proposed Transfer: a) The proposed transferee is a governmental agency; or b) The proposed transferee does not have sufficient financial strength to fulfill its obligations under the proposed Transfer; or c) The proposed transferee intends to use the applicable portion of the Premises for a use which is unlawful or which violates the provisions of this Lease; or d) The proposed transferee is involved in the production or distribution of adult or pornographic materials; or e) Occupancy of the Building by the proposed transferee would violate the express provisions of another tenant’s lease for space in the Building.

Transferee Information Required. If Tenant desires to assign its ------------------------------- interest in this Lease or sublet the Premises, or transfer any interest of Tenant therein, or permit the use of the Premises by another party (hereinafter collectively referred to as a “"Transfer”"), Tenant shall give Landlord at least sixty thirty (6030) days prior written notice of the proposed Transfer and of the terms of such proposed Transfer, including, but not limited to, the name and legal composition of the proposed transferee, a complete and accurate financial statement of the proposed transferee, the nature of the proposed transfer’s transferee's business to be carried on in the Premises, the payment to be made or other consideration to be given to Tenant on account of the Transfer, and such other pertinent information as may be requested by Landlord within five (5) days following Tenant’s submission of the foregoing informationLandlord, all in sufficient detail to enable Landlord to evaluate the proposed Transfer and the prospective transferee. In It is the intent of the parties hereto that this Lease shall confer upon Tenant only the right to use and occupy the Premises, and to exercise such other rights as are conferred upon Tenant by this Lease. The parties agree that this Lease is not intended to have a bonus value nor to serve as a vehicle whereby Tenant may profit by a future Transfer of this Lease or the right to use or occupy the Premises as a result of any favorable terms contained herein, or future changes in the market for leased space. It is the intent of the parties that any such bonus value that may attach to this Lease shall be and remain the exclusive property of Landlord, except as set forth in Paragraph 25.B(2) below. Accordingly, in the event Tenant seeks to Transfer substantially its entire interest in this Lease or the Premises, Landlord shall have the following options, which may be exercised at its sole choice without limiting Landlord in its reasonable discretionthe exercise of any other right or remedy which Landlord may have by reason of such proposed Transfer: (1) In a case of (i) any proposed assignment of Tenant’s interest in this Lease or (ii) the sublease of one (I) full floor or more for a term which is at least two (2) years (including potential options) in either case, except in the case of a Permitted Transfer (defined below), Landlord may elect to terminate this Lease with respect to the area that is the subject of the proposed Transfer effective as of the proposed effective date of the proposed Transfer and release Tenant from any further liability hereunder accruing with respect to such space after such termination date by giving Tenant written notice of such termination within seven twenty (720) days after receipt by Landlord of Tenant’s 's notice of intent to transfer as provided above. If Landlord makes such election to terminate this Lease, Tenant shall surrender the applicable portion of the Premises, in accordance with Paragraph 34, on or before the effective termination date, provided that, in no event will Tenant have less than one hundred twenty (120) days from the date it receives notice of Landlord’s election to vacate and surrender the applicable portion of the Premises; or (2) Landlord may consent to the proposed Transfer on the condition that Tenant agrees to pay to Landlord, as Additional Rent, seventy five fifty percent (7550%) of any and all rents or other consideration (including key money) received by Tenant from the transferee by reason of such Transfer in excess of the rent payable by Tenant to Landlord under this Lease (after deducting commercially reasonable less any brokerage commissions, commissions or advertising expenses, attorneys’ fees and construction costs expenses incurred by Tenant in connection with the Transfer). Tenant expressly agrees that the foregoing is a reasonable condition for obtaining Landlord’s 's consent to any Transfer; or (3) Landlord may reasonably withhold its consent to the proposed Transfer. Without limitation, the following will be deemed reasonable grounds on which to withhold consent to a proposed Transfer: a) The proposed transferee is a governmental agency; or b) The proposed transferee does not have sufficient financial strength to fulfill its obligations under the proposed Transfer; or c) The proposed transferee intends to use the applicable portion of the Premises for a use which is unlawful or which violates the provisions of this Lease; or d) The proposed transferee is involved in the production or distribution of adult or pornographic materials; or e) Occupancy of the Building by the proposed transferee would violate the express provisions of another tenant’s lease for space in the Building.

Transferee Information Required. If Tenant desires to assign ------------------------------- its interest in this Lease or sublet the Premises, or transfer any interest of Tenant therein, or permit the use of the Premises by another party (hereinafter collectively referred to as a “"Transfer”"), Tenant shall give Landlord at least sixty fifteen (6015) days prior written notice of the proposed Transfer and of the terms of such proposed Transfer, including, but not limited to, the name and legal composition of the proposed transferee, a complete and accurate financial statement of the proposed transferee, the nature of the proposed transfer’s transferee's business to be carried on in the Premises, the payment to be made or other consideration to be given to Tenant on account of the Transfer, and such other pertinent information as may be requested by Landlord within five (5) days following Tenant’s submission of the foregoing informationLandlord, all in sufficient detail to enable Landlord to evaluate the proposed Transfer and the prospective transferee. In It is the intent of the parties hereto that this Lease shall confer upon Tenant only the right to use and occupy the Premises, and to exercise such other rights as are conferred upon Tenant by this Lease. The parties agree that this Lease is not intended to have a bonus value nor to serve as a vehicle whereby Tenant may profit by a future Transfer of this Lease or the right to use or occupy the Premises as a result of any favorable terms contained herein, or future changes in the market for leased space. It is the intent of the parties that any such bonus value that may attach to this Lease shall be and remain the exclusive property of Landlord, except as set forth in Paragraph 25.B(2) below. Accordingly, in the event Tenant seeks to Transfer its interest in this Lease or the Premises, Landlord shall have the following options, which may be exercised at its sole choice without limiting Landlord in its reasonable discretionthe exercise of any other right or remedy which Landlord may have by reason of such proposed Transfer: (1) In With respect to a case proposed Transfer for substantially the entire Premises for substantially the entire remaining term of (i) any proposed assignment of Tenant’s interest in this Lease or (ii) the sublease of one (I) full floor or more for a term which is at least two (2) years (including potential options) in either case, except in the case of a Permitted Transfer (defined below)Lease, Landlord may elect to terminate this Lease with respect to the area that is the subject of the proposed Transfer effective as of the proposed effective date of the proposed Transfer and release Tenant from any further liability hereunder accruing with respect to such space after such termination date by giving Tenant written notice of such termination within seven fifteen (715) days after receipt by Landlord of Tenant’s 's notice of intent to transfer as provided above. If Landlord makes such election to terminate this Lease, Tenant shall surrender the applicable portion of the Premises, in accordance with Paragraph 34, on or before the effective termination date, provided that, in no event will Tenant have less than one hundred twenty (120) days from the date it receives notice of Landlord’s election to vacate and surrender the applicable portion of the Premises; or (2) Landlord may consent to the proposed Transfer on the condition that Tenant agrees to pay to Landlord, as Additional Rent, seventy five fifty percent (7550%) of any and all rents or other consideration (including key money) received by Tenant from the transferee by reason of such Transfer in excess of the rent payable by Tenant to Landlord under this Lease (after deducting commercially reasonable brokerage commissionsLandlord 50%, advertising expensesTenant 50%). In addition to the above allocation of Transfer profits, attorneys’ fees and construction costs incurred by Tenant in connection with there is a One Thousand Five Hundred Dollars ($1,500.00) Documentation Fee to be paid to Landlord prior to Landlord approving the Transfer). Tenant expressly agrees that the foregoing is a reasonable condition for obtaining Landlord’s 's consent to any Transfer; or (3) Landlord may reasonably withhold its consent to the proposed Transfer. Without limitation, the following will be deemed reasonable grounds on which to withhold consent to a proposed Transfer: a) The proposed transferee is a governmental agency; or b) The proposed transferee does not have sufficient financial strength to fulfill its obligations under the proposed Transfer; or c) The proposed transferee intends to use the applicable portion of the Premises for a use which is unlawful or which violates the provisions of this Lease; or d) The proposed transferee is involved in the production or distribution of adult or pornographic materials; or e) Occupancy of the Building by the proposed transferee would violate the express provisions of another tenant’s lease for space in the Building.

Transferee Information Required. If Tenant desires to assign its interest in this Lease or sublet the Premises, or transfer any interest of Tenant therein, or permit the use of the Premises by another party (hereinafter collectively referred to as a “"Transfer”"), Tenant shall give Landlord at least sixty thirty (6030) days prior written notice of the proposed Transfer and of the terms of such proposed Transfer, including, but not limited to, the name and legal composition of the proposed transferee, a complete and accurate financial statement of the proposed transferee, the nature of the proposed transfer’s transferee's business to be carried on in the Premises, the payment to be made or other consideration to be given to Tenant on account of the Transfer, and such other pertinent information as may be requested by Landlord within five (5) days following Tenant’s submission of the foregoing informationLandlord, all in sufficient detail to enable Landlord to evaluate the proposed Transfer and the prospective transferee. In It is the intent of the parties hereto that this Lease shall confer upon Tenant only the right to use and occupy the Premises, and to exercise such other rights as are conferred upon Tenant by this Lease. The parties agree that this Lease is not intended to have a bonus value nor to serve as a vehicle whereby Tenant may profit by a future Transfer of this Lease or the right to use or occupy the Premises as a result of any favorable terms contained herein, or future changes in the market for leased space. It is the intent of the parties that any such bonus value that may attach to this Lease shall be and remain the exclusive property of Landlord. Accordingly, in the event Tenant seeks to Transfer its interest in this Lease or the Premises, Landlord shall have the following options, which may be exercised at its sole choice without limiting Landlord in its reasonable discretionthe exercise of any other right or remedy which Landlord may have by reason of such proposed Transfer: (1) In a case of (i) any proposed assignment of Tenant’s interest in this Lease or (ii) the sublease of one (I) full floor or more for a term which is at least two (2) years (including potential options) in either case, except in the case of a Permitted Transfer (defined below), Landlord may elect to terminate this Lease with respect to the area that is the subject of the proposed Transfer effective as of the proposed effective date of the proposed Transfer and release Tenant from any further liability hereunder accruing with respect to such space after such termination date by giving Tenant written notice of such termination within seven (7) days after receipt by Landlord of Tenant’s notice of intent to transfer as provided above. If Landlord makes such election to terminate this Lease, Tenant shall surrender the applicable portion of the Premises, in accordance with Paragraph 34, on or before the effective termination date, provided that, in no event will Tenant have less than one hundred twenty (120) days from the date it receives notice of Landlord’s election to vacate and surrender the applicable portion of the Premises; or 2) Landlord may consent to the proposed Transfer on the condition that Tenant agrees to pay to Landlord, as Additional Rentadditional rent, seventy five percent (75%) of any and all rents or other consideration (including key money) received by Tenant from the transferee by reason of such Transfer in excess of the rent payable by Tenant to Landlord under this Lease (after deducting commercially reasonable less any brokerage commissions, advertising expenses, attorneys’ fees and construction commissions or tenant improvement costs incurred by Tenant in connection with the Transfer). Tenant expressly agrees that the foregoing is a reasonable condition for obtaining Landlord’s 's consent to any Transfer; or 3(2) Landlord may reasonably grant or withhold its consent to the proposed Transfer. Without limitationTransfer Pursuant to subparagraph A, the following will be deemed reasonable grounds on which to withhold consent to a proposed Transfer: a) The proposed transferee is a governmental agency; or b) The proposed transferee does not have sufficient financial strength to fulfill its obligations under the proposed Transfer; or c) The proposed transferee intends to use the applicable portion of the Premises for a use which is unlawful or which violates the provisions of this Lease; or d) The proposed transferee is involved in the production or distribution of adult or pornographic materials; or e) Occupancy of the Building by the proposed transferee would violate the express provisions of another tenant’s lease for space in the Buildingabove.

Transferee Information Required. If Tenant desires to assign its ------------------------------- interest in this Lease or sublet the Premises, or transfer any interest of Tenant therein, or permit the use of the Premises by another party (hereinafter collectively referred to as a “"Transfer”"), Tenant shall give Landlord at least sixty ten (6010) business days prior written notice of the proposed Transfer and of the terms of such proposed Transfer, including, but not limited to, the name and legal composition of the proposed transferee, a complete and accurate financial statement of the proposed transferee, the nature of the proposed transfer’s transferee's business to be carried on in the Premises, the payment to be made or other consideration to be given to Tenant on account of the Transfer, and such other pertinent information as may be requested by Landlord within five (5) days following Tenant’s submission of the foregoing informationLandlord, all in sufficient detail to enable Landlord to evaluate the proposed Transfer and the prospective transferee. In It is the intent of the parties hereto that this Lease shall confer upon Tenant only the right to use and occupy the Premises, and to exercise such other rights as are conferred upon Tenant by this Lease. The parties agree that this Lease is not intended to have a bonus value nor to serve as a vehicle whereby Tenant may profit by a future Transfer of this Lease or the right to use or occupy the Premises as a result of any favorable terms contained herein, or future changes in the market for leased space. It is the intent of the parties that any such bonus value that may attach to this Lease shall be and remain the exclusive property of Landlord. Accordingly, in the event Tenant seeks to Transfer its interest in this Lease or the Premises, Landlord shall have the following options, which may be exercised at its sole choice without limiting Landlord in its reasonable discretionthe exercise of any other right or remedy which Landlord may have by reason of such proposed Transfer: (1) In a case of (i) any proposed assignment of Tenant’s interest in this Lease or (ii) the sublease of one (I) full floor or more for a term which is at least two (2) years (including potential options) in either case, except in the case of a Permitted Transfer (defined below), Landlord may elect to terminate this Lease with respect to the area that is the subject of the proposed Transfer effective as of the proposed effective date of the proposed Transfer and release Tenant from any further liability hereunder accruing with respect to such space after such termination date by giving Tenant written notice of such termination within seven (7) days after receipt by Landlord of Tenant’s notice of intent to transfer as provided above. If Landlord makes such election to terminate this Lease, Tenant shall surrender the applicable portion of the Premises, in accordance with Paragraph 34, on or before the effective termination date, provided that, in no event will Tenant have less than one hundred twenty (120) days from the date it receives notice of Landlord’s election to vacate and surrender the applicable portion of the Premises; or 2) Landlord may consent to the proposed Transfer on the condition that Tenant agrees to pay to Landlord, as Additional Rentadditional rent, seventy five fifty percent (7550%) of any and all rents or other consideration (including key money) received by Tenant from the transferee by reason of such Transfer in excess of the rent payable by Tenant to Landlord under this Lease (after deducting commercially reasonable less any brokerage commissions, commissions or advertising expenses, attorneys’ fees and construction costs expenses incurred by Tenant in connection with the Transfer). Tenant expressly agrees that the foregoing is a reasonable condition for obtaining Landlord’s 's consent to any Transfer; or 3(2) Landlord may reasonably withhold its consent to the proposed Transfer. Without limitation, the following will be deemed reasonable grounds on which to withhold consent to a proposed Transfer: a) The proposed transferee is a governmental agency; or b) The proposed transferee does not have sufficient financial strength to fulfill its obligations under the proposed Transfer; or c) The proposed transferee intends to use the applicable portion of the Premises for a use which is unlawful or which violates the provisions of this Lease; or d) The proposed transferee is involved in the production or distribution of adult or pornographic materials; or e) Occupancy of the Building by the proposed transferee would violate the express provisions of another tenant’s lease for space in the Building.

Transferee Information Required. If Tenant desires to assign its ------------------------------- interest in this Lease or sublet the Premises, or transfer any interest of Tenant therein, or permit the use of the Premises by another party (hereinafter collectively referred to as a “"Transfer”"), Tenant shall give Landlord at least sixty thirty (6030) days prior written notice of the proposed Transfer and of the terms of such proposed Transfer, including, but not limited to, the name and legal composition of the proposed transferee, a complete and accurate financial statement of the proposed transferee, the nature of the proposed transfer’s transferee's business to be carried on in the Premises, the payment to be made or other consideration to be given to Tenant on account of the Transfer, and such other pertinent information as may be requested by Landlord within five (5) days following Tenant’s submission of the foregoing informationLandlord, all in sufficient detail to enable Landlord to evaluate the proposed Transfer and the prospective transferee. In It is the intent of the parties hereto that this Lease shall confer upon Tenant only the right to use and occupy the Premises, and to exercise such other rights as are conferred upon Tenant by this Lease. The parties agree that this Lease is not intended to have a bonus value nor to serve as a vehicle whereby Tenant may profit by a future Transfer of this Lease or the right to use or occupy the Premises as a result of any favorable terms contained herein, or future changes in the market for leased space. It is the intent of the parties that any such bonus value that may attach to this Lease shall be and remain the exclusive property of Landlord. Accordingly, in the event Tenant seeks to Transfer its interest in this Lease or the Premises, Landlord shall have the following options, which may be exercised at its sole choice without limiting Landlord in its reasonable discretionthe exercise of any other right or remedy which Landlord may have by reason of such proposed Transfer: (1) In a case of (i) any proposed assignment of Tenant’s interest in this Lease or (ii) the sublease of one (I) full floor or more for a term which is at least two (2) years (including potential options) in either case, except in the case of a Permitted Transfer (defined below), Landlord may elect to terminate this Lease with respect to the area that is the subject of the proposed Transfer effective as of the proposed effective date of the proposed Transfer and release Tenant from any further liability hereunder accruing with respect to such space after such termination date by giving Tenant written notice of such termination within seven twenty (720) days after receipt by Landlord of Tenant’s 's notice of intent to transfer as provided above. If Landlord makes such election to terminate this Lease, Tenant may withdraw its request to Transfer, in which case this Lease shall continue in full force and effect, or Tenant shall surrender the applicable portion of the Premises, in accordance with Paragraph 34, on or before the effective termination date, provided that, in no event will Tenant have less than one hundred twenty (120) days from the date it receives notice of Landlord’s election to vacate and surrender the applicable portion of the Premises; or (2) Landlord may consent to the proposed Transfer on the condition that Tenant agrees to pay to Landlord, as Additional Rentadditional rent, seventy five percent (75%) of any and all rents or other consideration (including key money) received by Tenant from the transferee by reason of such Transfer in excess of the rent payable by Tenant to Landlord under this Lease (after deducting commercially reasonable less any brokerage commissions, commissions or advertising expenses, attorneys’ fees and construction costs expenses incurred by Tenant in connection with the Transfer). Tenant expressly agrees that the foregoing is a reasonable condition for obtaining Landlord’s 's consent to any Transfer; or (3) Landlord may reasonably withhold its consent to the proposed Transfer. Without limitation, the following will be deemed reasonable grounds on which to withhold consent to a proposed Transfer: a) The proposed transferee is a governmental agency; or b) The proposed transferee does not have sufficient financial strength to fulfill its obligations under the proposed Transfer; or c) The proposed transferee intends to use the applicable portion of the Premises for a use which is unlawful or which violates the provisions of this Lease; or d) The proposed transferee is involved in the production or distribution of adult or pornographic materials; or e) Occupancy of the Building by the proposed transferee would violate the express provisions of another tenant’s lease for space in the Buildingtransfer.

Transferee Information Required. If Tenant desires to assign its interest in this Lease or sublet the Premises, or transfer any interest of Tenant therein, or permit the use of the Premises by another party (hereinafter collectively referred to as a “"Transfer”"), Tenant shall give Landlord at least sixty ten (6010) days prior written notice of the proposed Transfer and of the terms of such proposed Transfer, including, but not limited to, the name and legal composition of the proposed transferee, a complete and accurate financial statement of the proposed transferee, the nature of the proposed transfer’s transferee's business to be carried on in the Premises, the payment to be made or other consideration to be given to Tenant on account of the Transfer, and such other pertinent information as may be requested by Landlord within five (5) days following Tenant’s submission of the foregoing informationLandlord, all in sufficient detail to enable Landlord to evaluate the proposed Transfer and the prospective transferee. In It is the intent of the parties hereto that this Lease shall confer upon Tenant only the right to use and occupy the Premises, and to exercise such other rights as are conferred upon Tenant by this Lease. The parties agree that this Lease is not intended to have a bonus value nor to serve as a vehicle whereby Tenant may profit by a future Transfer of this Lease or the right to use or occupy the Premises as a result of any favorable terms contained herein, or future changes in the market for leased space. It is the intent of the parties that any such bonus value that may attach to this Lease shall be and remain the exclusive property of Landlord, to the extent as set forth in Paragraph 23.B(2) below. Accordingly, in the event Tenant seeks to Transfer its interest in this Lease or the Premises, Landlord shall have the following options, which may be exercised at its sole choice without limiting Landlord in its reasonable discretionthe exercise of any other right or remedy which Landlord may have by reason of such proposed Transfer: (1) In a case Should Tenant assign or sublease all of (i) any proposed assignment of Tenant’s interest the Premises during the Option Term, as defined in this Lease or (ii) the sublease of one (I) full floor or more for a term which is at least two (2) years (including potential options) in either case, except in the case of a Permitted Transfer (defined Paragraph 38 below), Landlord may elect to terminate this Lease with respect to the area that is the subject of the proposed Transfer effective as of the proposed effective date of the proposed Transfer and release Tenant from any further liability hereunder accruing with respect to such space after such termination date by giving Tenant written notice of such termination within seven (7) days after receipt by Landlord of Tenant’s notice of intent to transfer as provided above. If Landlord makes such election to terminate this Lease, Tenant shall surrender the applicable portion of the Premises, in accordance with Paragraph 34, on or before the effective termination date, provided that, in no event will Tenant have less than one hundred twenty (120) days from the date it receives notice of Landlord’s election to vacate and surrender the applicable portion of the Premises; or 2) Landlord may consent to the proposed Transfer on the condition that Tenant agrees to pay to Landlord, as Additional Rent, seventy five percent (75%) of any and all rents or other consideration (including key money) received by Tenant from the transferee by reason of such Transfer in excess of the rent payable by Tenant to Landlord under this Lease (after deducting commercially reasonable brokerage commissions, advertising expenses, attorneys’ fees and construction costs incurred by Tenant in connection with the Transfer). Tenant expressly agrees that the foregoing is a reasonable condition for obtaining Landlord’s consent to any Transfer; or 3) Landlord may reasonably withhold its consent to the proposed Transfer. Without limitation, the following will be deemed reasonable grounds on which to withhold consent to a proposed Transfer: a) The proposed transferee is a governmental agency; or b) The proposed transferee does not have sufficient financial strength to fulfill its obligations under the proposed Transfer; or c) The proposed transferee intends to use the applicable portion of the Premises for a use which is unlawful or which violates the provisions of this Lease; or d) The proposed transferee is involved in the production or distribution of adult or pornographic materials; or e) Occupancy of the Building by the proposed transferee would violate the express provisions of another tenant’s lease for space in the Building.further

Transferee Information Required. If Tenant Lessee desires to assign its interest in this Lease or sublet the Premises, or transfer any interest of Tenant Lessee therein, or permit the use of the Premises by another party (hereinafter collectively referred to as a “"Transfer”"), Tenant Lessee shall give Landlord Lessor at least sixty twenty (6020) days prior written notice of the proposed Transfer and of the terms of such proposed Transfer, including, but not limited to, the name and legal composition of the proposed transferee, a complete and accurate financial statement of the proposed transferee, the nature of the proposed transfer’s transferee's business to be carried on in the Premises, the payment to be made or other consideration to be given to Tenant Lessee on account of the Transfer, and such other pertinent information as may be requested by Landlord within five (5) days following Tenant’s submission of the foregoing informationLessor, all in sufficient detail to enable Landlord Lessor to evaluate the proposed Transfer and the prospective transferee. In It is the intent of the parties hereto that this Lease shall confer upon Lessee only the right to use and occupy the Premises, and to exercise such other rights as are conferred upon Lessee by this Lease. The parties agree that this Lease is not intended to have a bonus value nor to serve as a vehicle whereby Lessee may profit by a future Transfer of this Lease or the right to use or occupy the Premises as a result of any favorable terms contained herein, or future changes in the market for leased space. It is the intent of the parties that any such bonus value that may attach to this Lease shall be and remain the exclusive property of Lessor. Accordingly, in the event Tenant Lessee seeks to Transfer its interest in this Lease or the Premises, Landlord Lessor shall have the following options, which may be exercised at its sole choice without limiting Lessor in its reasonable discretionthe exercise of any other right or remedy which Lessor may have by reason of such proposed Transfer: 1(a) In a case of (i) any proposed assignment of Tenant’s interest in this Lease or (ii) the sublease of one (I) full floor or more for a term which is at least two (2) years (including potential options) in either case, except in the case of a Permitted Transfer (defined below), Landlord Lessor may elect to terminate this Lease with respect to the area that is the subject of the proposed Transfer effective as of the proposed effective date of the proposed Transfer and release Tenant Lessee from any further liability hereunder accruing with respect to such space after such termination date by giving Tenant Lessee written notice of such termination within seven twenty (720) days after receipt by Landlord Lessor of Tenant’s Lessee's notice of intent to transfer as provided above. If Landlord Lessor makes such election to terminate this Lease, Tenant shall surrender the applicable portion of the Premises, in accordance with Paragraph 34, on or before the effective termination date, provided that, in no event will Tenant have less than one hundred twenty (120) days from the date it receives notice of Landlord’s election to vacate and surrender the applicable portion of the Premises; or 2) Landlord may consent to the proposed Transfer on the condition that Tenant agrees to pay to Landlord, as Additional Rent, seventy five percent (75%) of any and all rents or other consideration (including key money) received by Tenant from the transferee by reason of such Transfer in excess of the rent payable by Tenant to Landlord under this Lease (after deducting commercially reasonable brokerage commissions, advertising expenses, attorneys’ fees and construction costs incurred by Tenant in connection with the Transfer). Tenant expressly agrees that the foregoing is a reasonable condition for obtaining Landlord’s consent to any Transfer; or 3) Landlord may reasonably withhold its consent to the proposed Transfer. Without limitation, the following will be deemed reasonable grounds on which to withhold consent to a proposed Transfer: a) The proposed transferee is a governmental agency; or b) The proposed transferee does not have sufficient financial strength to fulfill its obligations under the proposed Transfer; or c) The proposed transferee intends to use the applicable portion of the Premises for a use which is unlawful or which violates the provisions of this Lease; or d) The proposed transferee is involved in the production or distribution of adult or pornographic materials; or e) Occupancy of the Building by the proposed transferee would violate the express provisions of another tenant’s lease for space in the Building.,

Transferee Information Required. If Tenant desires to assign its interest in this Lease or sublet the Premises, or transfer any interest of Tenant therein, or permit the use of the Premises by another party (hereinafter collectively referred to as a “"Transfer”"), Tenant shall give Landlord at least sixty ten (6010) days prior written notice of the proposed Transfer and of the terms of such proposed Transfer, including, but not limited to, the name and legal composition of the proposed transferee, a complete and accurate financial statement of the proposed transferee, the nature of the proposed transfer’s transferee's business to be carried on in the Premises, the payment to be made or other consideration to be given to Tenant on account of the Transfer, and such other pertinent information as may be requested by Landlord within five (5) days following Tenant’s submission of the foregoing informationLandlord, all in sufficient detail to enable Landlord to evaluate the proposed Transfer and the prospective transferee. Landlord shall keep and maintain such information in strict confidence and shall not disclose the same to any person or entity (other than to Landlord's lender, general partners, attorneys and employees who have a need to know such information and who agree in writing to comply with this confidentiality obligation) without Tenant's express written consent. In the event Tenant seeks to Transfer its interest in this Lease or the Premises, Landlord shall have the following options, which may be exercised at its sole choice without limiting Landlord in its reasonable discretionthe exercise of any other right or remedy which Landlord may have by reason of such proposed Transfer: (1) In a case of (i) any proposed assignment of Tenant’s interest in If Tenant proposes to assign this Lease or sublet more than seventy-five percent (ii75%) of the sublease total rentable square footage of one (I) full floor or more the Premises for a term which is at least exceeding two (2) years (including potential options) in either caseor, except in if less, for the case balance of a Permitted Transfer (defined belowthe Term), then Landlord may elect to terminate this Lease with respect to the area that is the subject of the proposed Transfer effective as of the proposed effective date of the proposed Transfer and release Tenant from any further liability hereunder accruing with respect to such space after such termination date by giving Tenant written notice of such termination within seven ten (710) days after receipt by Landlord of Tenant’s 's notice of intent to transfer as provided above. If Landlord makes such election to terminate this Lease, Tenant shall surrender the applicable portion of the Premises, in accordance with Paragraph 34, on or before the effective termination date, provided thathowever, in no event will Tenant have less than one hundred twenty this Lease shall not terminate if, within five (1205) days from the date it receives after receiving Landlord's notice of Landlord’s election electing to vacate and surrender the applicable portion of the Premisesterminate this Lease, Tenant notifies Landlord in writing that Tenant has withdrawn its assignment or sublet proposal; or (2) Landlord may consent to the proposed Transfer on the condition that Tenant agrees to pay to Landlord, as Additional Rentadditional rent, seventy five fifty percent (7550%) of any and all rents or other consideration (including key money) received by Tenant from the transferee by reason of such Transfer in excess of the rent payable by Tenant to Landlord under this Lease (after deducting commercially reasonable prorated in the event of a subletting of less than the entire Premises) (less any brokerage commissions, advertising expenses, attorneys’ fees and construction or tenant improvement costs or other concessions paid or incurred by Tenant in connection with the Transfer). Tenant expressly agrees that the foregoing is a reasonable condition for obtaining Landlord’s 's consent to any Transfer; or (3) Landlord may reasonably withhold its consent to the proposed Transfer. Without limitationNotwithstanding anything to the contrary contained herein, the following will be deemed reasonable grounds on which to withhold consent to a proposed Transfer: a) The proposed transferee is a governmental agency; or b) The proposed transferee does not have sufficient financial strength to fulfill its obligations under the proposed Transfer; or c) The proposed transferee intends to use the applicable portion of the Premises for a use which is unlawful or which violates the provisions of this Lease; or dParagraph 25 shall not apply to any transfer (a) The proposed transferee is involved in the production to any affiliate of Tenant, (b) any entity who acquires all or distribution of adult or pornographic materials; or e) Occupancy substantially all of the Building assets of Tenant, by merger or otherwise, or (c) to independent contractors under contract to provide services to or for the proposed transferee would violate the express provisions of another tenant’s lease for space in the Buildingbenefit if Tenant, including, without limitation, vending machine companies, food service providers, and consultants.

Transferee Information Required. If Tenant desires to assign its interest in this Lease or sublet the Premises, or transfer any interest of Tenant therein, or permit the use of the Premises by another party (hereinafter collectively referred to as a “"Transfer”"), Tenant shall give Landlord at least sixty thirty (6030) days prior written notice of the proposed Transfer and of the terms of such proposed Transfer, including, but not limited to, the name and legal composition of the proposed transferee, a complete and accurate financial statement of the proposed transferee, the nature of the proposed transfer’s transferee's business to be carried on in the Premises, the payment to be made or other consideration to be given to Tenant on account of the Transfer, and such other pertinent information as may be requested by Landlord within five (5) days following Tenant’s submission of the foregoing informationLandlord, all in sufficient detail to enable Landlord to evaluate the proposed Transfer and the prospective transferee. In It is the intent of the parties hereto that this Lease shall confer upon Tenant only the right to use and occupy the Premises, and to exercise such other rights as are conferred upon Tenant by this Lease. The parties agree that this Lease is not intended to have a bonus value nor to serve as a vehicle whereby Tenant may profit by a future Transfer of this Lease or the right to use or occupy the Premises as a result of any favorable terms contained herein, or future changes in the market for leased space. It is the intent of the parties that any such bonus value that may attach to this Lease shall be and remain the exclusive property of Landlord. 17 Accordingly, in the event Tenant seeks to Transfer its interest in this Lease or the Premises, Landlord shall have the following options, which may be exercised at its sole choice without limiting Landlord in its reasonable discretionthe exercise of any other right or remedy which Landlord may have by reason of such proposed Transfer: (1) In a case of (i) any proposed assignment of Tenant’s interest in this Lease or (ii) the sublease of one (I) full floor or more for a term which is at least two (2) years (including potential options) in either case, except in the case of a Permitted Transfer (defined below), Landlord may elect to terminate this Lease with respect to the area that is the subject of the proposed Transfer effective as of the proposed effective date of the proposed Transfer and release Tenant from any further liability hereunder accruing with respect to such space after such termination date by giving Tenant written notice of such termination within seven twenty (720) days after receipt by Landlord of Tenant’s 's notice of intent to transfer as provided above. If Landlord elects to terminate the Lease, Tenant shall have the right to rescind the proposed transfer and keep the Lease in full force and effect by giving Landlord written notice of such rescission within ten (10) days after receipt of Landlord's election to terminate. If Landlord makes such election to terminate this LeaseLease and Tenant does not rescind the proposed transfer in accordance with the foregoing, Tenant shall surrender the applicable portion of the Premises, in accordance with Paragraph 34, on or before the effective termination date, provided that, in no event will Tenant have less than one hundred twenty (120) days from the date it receives notice of Landlord’s election to vacate and surrender the applicable portion of the Premises; or (2) Landlord may consent to the proposed Transfer on the condition that Tenant agrees to pay to Landlord, as Additional Rentadditional rent, seventy five fifty percent (7550%) of any and all rents or other consideration (including key money) received by Tenant from the transferee by reason of such Transfer in excess of the rent payable by Tenant to Landlord under this Lease (after deducting commercially reasonable less any brokerage commissions, commissions or advertising expenses, attorneys’ fees and construction costs expenses incurred by Tenant in connection with the Transfer). Tenant expressly agrees that the foregoing is a reasonable condition for obtaining Landlord’s 's consent to any Transfer; or (3) Landlord may reasonably withhold its consent to the proposed Transfer. Without limitation, the following will be deemed reasonable grounds on which to withhold consent to a proposed Transfer: a) The proposed transferee is a governmental agency; or b) The proposed transferee does not have sufficient financial strength to fulfill its obligations under the proposed Transfer; or c) The proposed transferee intends to use the applicable portion of the Premises for a use which is unlawful or which violates the provisions of this Lease; or d) The proposed transferee is involved in the production or distribution of adult or pornographic materials; or e) Occupancy of the Building by the proposed transferee would violate the express provisions of another tenant’s lease for space in the Building.

Transferee Information Required. If Tenant desires to assign its -------------------------------- interest in this Lease or sublet the Premises, or transfer any interest of Tenant therein, or permit the use of the Premises by another party (hereinafter collectively referred to as a “"Transfer”"), Tenant shall give Landlord at least sixty thirty (6030) days prior written notice of the proposed Transfer and of the terms of such proposed Transfer, including, but not limited to, the name and legal composition of the proposed transferee, a complete and accurate financial statement of the proposed transferee, the nature of the proposed transfer’s transferee's business to be carried on in the Premises, the payment to be made or other consideration to be given to Tenant on account of the Transfer, and such other pertinent information as may be requested by Landlord within five (5) days following Tenant’s submission of the foregoing informationLandlord, all in sufficient detail to enable Landlord to evaluate the proposed Transfer and the prospective transferee. In It is the intent of the parties hereto that this Lease shall confer upon Tenant only the right to use and occupy the Premises, and to exercise such other rights as are conferred upon Tenant by this Lease. The parties agree that this Lease is not intended to have a bonus value nor to serve as a vehicle whereby Tenant may profit by a future Transfer of this Lease or the right to use or occupy the Premises as a result of any favorable terms contained herein, or future changes in the market for leased space. It is the intent of the parties that any such bonus value that may attach to this Lease shall be and remain the exclusive property of Landlord. Accordingly, in the event Tenant seeks to Transfer its interest in this Lease or the Premises, Landlord shall have the following options, which may be exercised in at its reasonable discretionsole choice without limiting landlord n the exercise of any other right or remedy which Landlord may have by reason of such proposed Transfer: (1) In a case of (i) any proposed assignment of Tenant’s interest in this Lease or (ii) the sublease of one (I) full floor or more for a term which is at least two (2) years (including potential options) in either case, except in the case of a Permitted Transfer (defined below), Landlord may elect to terminate this Lease with respect to the area that is the subject of the proposed Transfer effective as of the proposed effective date of the proposed Transfer and release Tenant from any further liability hereunder accruing with respect to such space after such termination date by giving Tenant written notice of such termination within seven twenty (720) days after receipt by Landlord of Tenant’s 's notice of intent to transfer as provided above. If Landlord makes such election to terminate this Lease, ; Tenant shall surrender the applicable portion of the Premises, in accordance with Paragraph 34, on or before the effective termination date, provided that, in no event will Tenant have less than one hundred twenty (120) days from the date it receives notice of Landlord’s election to vacate and surrender the applicable portion of the Premises; or (2) Landlord may consent to the proposed Transfer on the condition that Tenant agrees to pay to Landlord, as Additional Rentadditional rent, seventy five percent (75%) of any and all rents or other consideration (including key money) received by Tenant from the transferee by reason of such Transfer in excess of the rent payable by Tenant to Landlord under this Lease (after deducting commercially reasonable less any brokerage commissions, commissions or advertising expenses, attorneys’ fees and construction costs expenses incurred by Tenant in connection with the Transfer). Tenant expressly agrees that the foregoing is a reasonable condition for obtaining Landlord’s 's consent to any Transfer; or (3) Landlord may reasonably withhold its consent to the proposed Transfer. Without limitation, the following will be deemed reasonable grounds on which to withhold consent to a proposed Transfer: a) The proposed transferee is a governmental agency; or b) The proposed transferee does not have sufficient financial strength to fulfill its obligations under the proposed Transfer; or c) The proposed transferee intends to use the applicable portion of the Premises for a use which is unlawful or which violates the provisions of this Lease; or d) The proposed transferee is involved in the production or distribution of adult or pornographic materials; or e) Occupancy of the Building by the proposed transferee would violate the express provisions of another tenant’s lease for space in the Building.

Transferee Information Required. If Tenant desires to assign its interest in this Lease or sublet the PremisesPremise, or transfer any interest of Tenant therein, or permit the use of the Premises by another party (hereinafter collectively referred to as a “"Transfer”"), Tenant shall give Landlord at least sixty lease thirty (6030) days prior written notice of the proposed Transfer and of the terms of such proposed Transfer, including, but not limited to, the name and legal composition of the proposed transferee, a complete and accurate financial statement of the proposed transferee, the nature of the proposed transfer’s transferee's business to be carried on in the Premises, the payment to be made or other consideration to be given to Tenant on account of the Transfer, and such other pertinent information as may be requested by Landlord within five (5) days following Tenant’s submission of the foregoing informationLandlord, all in sufficient detail to enable Landlord to evaluate the proposed Transfer Proposed transfer and the prospective transferee. In It is the intent of the parties hereto that this Lease shall confer upon Tenant only the right to use and occupy the Premises, and to exercise such other rights as are conferred upon Tenant by this Lease. The parties agree that this Lease is not intended to have a bonus value nor to serve as a vehicle whereby Tenant may profit by a future Transfer of this lease or the right to use or occupy the Premises as a result of any favorable terms contained herein, or future changes in the market for lease space. It is the intent of the parties that any such bonus value that may attach to this Lease shall be and remain the exclusive property of Landlord, except as provided for in Subparagraph (2) below. Accordingly, in the event Tenant seeks to Transfer its interest in this Lease or the Premises, Landlord shall have the following options, which may be exercised at its sole choice without limiting Landlord in its reasonable discretionthe exercise of any other right or remedy which Landlord may have by reason of such proposed Transfer: 1) In a case of (i) any proposed assignment of Tenant’s interest in this Lease or (ii) the sublease of one (I) full floor or more for a term which is at least two (2) years (including potential options) in either case, except in the case of a Permitted Transfer (defined below), . Landlord may elect to terminate this Lease with respect to the area that is the subject of the proposed Transfer effective as of the proposed effective date of the proposed Transfer and release Tenant from any further liability hereunder accruing with respect to such space after such termination date by giving Tenant written notice of such termination within seven twenty (720) days after receipt by Landlord of Tenant’s 's notice of intent to transfer as provided above. If Landlord makes such election to terminate this Lease, Tenant shall surrender the applicable portion of the Premises, in accordance with Paragraph 34, on or before the effective termination date, provided that, in no event will Tenant have less than one hundred twenty (120) days from the date it receives notice of Landlord’s election to vacate and surrender the applicable portion of the Premises; or 2) . Landlord may consent to the proposed Transfer on the condition that Tenant tenant agrees to pay to Landlord, as Additional Rentadditional rent, seventy five fifty percent (7550%) of any and all rents or other consideration (including key money) received by Tenant from the transferee by reason of such Transfer in excess of the rent payable by Tenant to Landlord under this Lease (after deducting commercially reasonable less any brokerage commissions, commissions or advertising expenses, attorneys’ fees and construction costs expenses incurred by Tenant in connection with the Transfer). Tenant expressly agrees that the foregoing is a reasonable condition for obtaining Landlord’s 's consent to any Transfer; or 3) . Landlord may reasonably withhold its consent to the proposed Transfer. Without limitation, the following will be deemed reasonable grounds on which to withhold consent to a proposed Transfer: a) The proposed transferee is a governmental agency; or b) The proposed transferee does not have sufficient financial strength to fulfill its obligations under the proposed Transfer; or c) The proposed transferee intends to use the applicable portion of the Premises for a use which is unlawful or which violates the provisions of this Lease; or d) The proposed transferee is involved in the production or distribution of adult or pornographic materials; or e) Occupancy of the Building by the proposed transferee would violate the express provisions of another tenant’s lease for space in the Building.

Transferee Information Required. If Tenant desires to assign its interest in this Lease or sublet the Premises, or transfer any interest of Tenant therein, or permit the use of the Premises by another party (hereinafter collectively referred to as a “"Transfer”"), Tenant shall give Landlord at least sixty thirty (6030) days prior written notice of the proposed Transfer and of the terms of such proposed Transfer, including, but not limited to, the name and legal composition of the proposed transferee, a complete and accurate financial statement of the proposed transferee, the nature of the proposed transfer’s transferee's business to be carried on in the Premises, the payment to be made or other consideration to be given to Tenant on account of the Transfer, and such other pertinent information as may be reasonably requested by Landlord within five (5) days following Tenant’s submission of the foregoing informationLandlord, all in sufficient detail to enable Landlord to evaluate the proposed Transfer and the prospective transferee. In It is the intent of the parties hereto that this Lease shall confer upon Tenant only the right to use and occupy the Premises, and to exercise such other rights as are conferred upon Tenant by this Lease. Accordingly, in the event Tenant seeks to Transfer its interest in this Lease or the Premises, Landlord shall have the following options, which may be exercised in at its reasonable discretion: 1) In a case of (i) any proposed assignment of Tenant’s interest in this Lease or (ii) the sublease of one (I) full floor or more for a term which is at least two (2) years (including potential options) in either case, except sole choice without limiting Landlord in the case exercise of a Permitted Transfer (defined below), any other right or remedy which Landlord may elect to terminate this Lease with respect to the area that is the subject of the proposed Transfer effective as of the proposed effective date of the proposed Transfer and release Tenant from any further liability hereunder accruing with respect to such space after such termination date have by giving Tenant written notice reason of such termination within seven proposed Transfer. (7) days after receipt by Landlord of Tenant’s notice of intent to transfer as provided above. If Landlord makes such election to terminate this Lease, Tenant shall surrender the applicable portion of the Premises, in accordance with Paragraph 34, on or before the effective termination date, provided that, in no event will Tenant have less than one hundred twenty (120) days from the date it receives notice of Landlord’s election to vacate and surrender the applicable portion of the Premises; or 21) Landlord may consent to the proposed Transfer on the condition that Tenant agrees to pay to Landlord, as Additional Rentadditional rent, seventy five fifty percent (7550%) of any and all rents or other consideration (including key money) received by Tenant from the transferee by reason of such Transfer in excess of the rent payable by Tenant to Landlord under this Lease (after deducting commercially reasonable less any brokerage commissions, commissions or advertising expenses, attorneys’ fees and construction costs expenses incurred by Tenant in connection with the Transfer). Tenant expressly agrees that the foregoing is a reasonable condition for obtaining Landlord’s 's consent to any Transfer; or 3(2) Landlord may reasonably withhold its consent Consent to the proposed Transfer. Without limitation, the following will be deemed reasonable grounds on which to withhold consent to a proposed Transfer: a) The proposed transferee is a governmental agency; or b) The proposed transferee does not have sufficient financial strength to fulfill its obligations under the proposed Transfer; or c) The proposed transferee intends to use the applicable portion of the Premises for a use which is unlawful or which violates the provisions of this Lease; or d) The proposed transferee is involved in the production or distribution of adult or pornographic materials; or e) Occupancy of the Building by the proposed transferee would violate the express provisions of another tenant’s lease for space in the Building.

Transferee Information Required. If Tenant Lessee desires to assign its interest in this Lease or sublet the Premises, or transfer any interest of Tenant Lessee therein, or permit the use of the Premises by another party (hereinafter collectively referred to as a “"Transfer”"), Tenant Lessee shall give Landlord Lessor at least sixty thirty (6030) days prior written notice of the proposed Transfer and of the terms of such proposed Transfer, including, but not limited to, the name and legal composition of the proposed transferee, a complete and accurate financial statement of the proposed transferee, the nature of the proposed transfer’s transferee's business to be carried on in the Premises, the payment to be made or other consideration to be given to Tenant Lessee on account of the Transfer, and such other pertinent information as may be requested by Landlord within five (5) days following Tenant’s submission of the foregoing informationLessor, all in sufficient detail to enable Landlord Lessor to evaluate the proposed Transfer and the prospective transfereetransferee.- It is the intent of the parties hereto that this Lease shall confer upon Lessee only the right to use and occupy the Premises, and to exercise such other rights as are conferred upon Lessee by this Lease. In The parties agree that this Lease is not intended to have a bonus value nor to serve as a vehicle whereby Lessee may profit by a future Transfer of this Lease or the right to use or occupy the Premises as a result of any favorable terms contained herein, or future changes in the market for leased space. It is the intent of the parties that any such bonus value that may attach to this Lease shall be and remain the exclusive property of Lessor. Accordingly, in the event Tenant Lessee seeks to Transfer its interest in this Lease or the Premises, Landlord Lessor shall have the following options, which may be exercised at its sole choice without limiting Lessor in its reasonable discretionthe exercise of any other right or remedy which Lessor may have by reason of such proposed Transfer: 1(a) In a case of (i) any proposed assignment of Tenant’s interest in this Lease or (ii) the sublease of one (I) full floor or more for a term which is at least two (2) years (including potential options) in either case, except in the case of a Permitted Transfer (defined below), Landlord Lessor may elect to terminate this Lease with respect to the area that is the subject of the proposed Transfer effective as of the proposed effective date of the proposed Transfer and release Tenant Lessee from any further liability hereunder accruing with respect to such space after such termination date by giving Tenant Lessee written notice of such termination within seven twenty (720) days after receipt by Landlord Lessor of Tenant’s Lessee's notice of intent to transfer as provided above. If Landlord Lessor makes such election to terminate this the Lease, Tenant Lessee shall surrender the applicable portion of the Premises, in accordance with Paragraph 34, on or before the effective termination date, provided that, in no event will Tenant have less than one hundred twenty (120) days from the date it receives notice of Landlord’s election to vacate and surrender the applicable portion of the Premises; or 2(b) Landlord Lessor may consent to the proposed Transfer on the condition that Tenant Lessee agrees to pay to LandlordLessor, as Additional Rentadditional rent, seventy five percent (75%) of any and all rents or other consideration (including key money) received by Tenant Lessee from the transferee by reason of such Transfer in excess of the rent payable by Tenant Lessee to Landlord Lessor under this Lease (after deducting commercially less any reasonable brokerage commissions, advertising expenses, attorneys’ fees and construction costs commissions incurred by Tenant Lessee in connection with the Transfer). Tenant Lessee expressly agrees that the foregoing is a reasonable condition for obtaining Landlord’s Lessor's consent to any Transfer; or 3(c) Landlord Lessor may reasonably withhold its consent to the proposed Transfer. Without limitation, the following will be deemed reasonable grounds on which to withhold consent to a proposed Transfer: a) The proposed transferee is a governmental agency; or b) The proposed transferee does not have sufficient financial strength to fulfill its obligations under the proposed Transfer; or c) The proposed transferee intends to use the applicable portion of the Premises for a use which is unlawful or which violates the provisions of this Lease; or d) The proposed transferee is involved in the production or distribution of adult or pornographic materials; or e) Occupancy of the Building by the proposed transferee would violate the express provisions of another tenant’s lease for space in the Building.

Transferee Information Required. Tenant shall pay all costs (including attorneys' fees)(which costs and attorney fees shall not exceed $1000) incurred by Landlord in connection with Landlord's consideration of Tenant's request for consent to any Transfer, if such consent is granted. If Tenant desires to assign its interest in this Lease or sublet the Premises, or transfer any interest of Tenant therein, or permit the use of the Premises by another party (hereinafter collectively referred to as a “"Transfer”"), Tenant shall give Landlord at least sixty ten (6010) business days prior written notice of the proposed Transfer and of the terms of such proposed Transfer, including, but not limited to, the name and legal composition of the proposed transferee; in the case of any assignment, a complete and accurate financial statement of the any proposed transferee, assignee; the nature of the proposed transfer’s transferee's business to be carried on in the Premises; and, in the case of an assignment, the payment to be made or other consideration to be given to Tenant on account of such assignment. Landlord shall not be required to consider Tenant's Transfer request until all such information has been received by Landlord. It is the Transferintent of the parties hereto that this Lease shall confer upon Tenant only the right to use and occupy the Premises, and to exercise such other pertinent information rights as are conferred upon Tenant by this Lease. The parties agree that this Lease is not intended to have a bonus value nor to serve as a vehicle whereby Tenant may be requested profit by Landlord within five (5) days following Tenant’s submission a future Transfer of the foregoing information, all in sufficient detail to enable Landlord to evaluate the proposed Transfer and the prospective transferee. In the event Tenant seeks to Transfer its interest in this Lease or the Premisesright to use or occupy the Premises as a result of any favorable terms contained herein, Landlord shall have or future changes in the following options, which market for leased space. It is the intent of the parties that any such bonus value that may be exercised in its reasonable discretion: 1) In a case of (i) any proposed assignment of Tenant’s interest in attach to this Lease or (ii) shall be and remain the sublease exclusive property of one (I) full floor or more for a term which is at least two (2) years (including potential options) in either caseLandlord, except in the case of a Permitted Transfer (defined below), Landlord may elect to terminate this Lease with respect to the area that is the subject of the proposed Transfer effective as of the proposed effective date of the proposed Transfer and release Tenant from any further liability hereunder accruing with respect to such space after such termination date by giving Tenant written notice of such termination within seven (7) days after receipt by Landlord of Tenant’s notice of intent to transfer as provided above. If Landlord makes such election to terminate this Lease, Tenant shall surrender the applicable portion of the Premises, in accordance with Paragraph 34, on or before the effective termination date, provided that, in no event will Tenant have less than one hundred twenty (120) days from the date it receives notice of Landlord’s election to vacate and surrender the applicable portion of the Premises; or 2) Landlord may consent to the proposed Transfer on the condition that follows: Tenant agrees to pay to Landlord, as Additional Rent, seventy five Rent fifty percent (7550%) of any and all rents or other consideration (including key money) ("Excess Rent") received by Tenant from the transferee by reason of such Transfer in excess of the sum of (i) the total of rent payable by Tenant to Landlord under this Lease and (after deducting commercially reasonable ii) the cost of any alterations or improvements, brokerage commissions, attorneys' fees (which attorney fees shall not exceed $1000) and advertising expenses, attorneys’ fees and construction costs expenses incurred by Tenant in connection with the Transfer). Tenant expressly agrees that the foregoing is a reasonable condition for obtaining Landlord’s 's consent to any Transfer; or 3) Landlord may reasonably withhold its consent to the proposed Transfer. Without limitation, the following will be deemed reasonable grounds on which to withhold consent to a proposed Transfer: a) The proposed transferee is a governmental agency; or b) The proposed transferee does not have sufficient financial strength to fulfill its obligations under the proposed Transfer; or c) The proposed transferee intends to use the applicable portion of the Premises for a use which is unlawful or which violates the provisions of this Lease; or d) The proposed transferee is involved in the production or distribution of adult or pornographic materials; or e) Occupancy of the Building by the proposed transferee would violate the express provisions of another tenant’s lease for space in the Building.

Transferee Information Required. If Tenant desires to assign its interest in this Lease or sublet the Premises, or transfer any interest of Tenant therein, or permit the use of the Premises by another party (hereinafter collectively referred to as a “"Transfer”"), Tenant shall give Landlord at least sixty thirty (6030) days prior written notice of the proposed Transfer and of the terms of such proposed Transfer, including, but not limited to, the name and legal composition of the proposed transferee, a complete and accurate financial statement of the proposed transferee, the nature of the proposed transfer’s transferee's business to be carried on in the Premises, the payment to be made or other consideration to be given to Tenant on account of the Transfer, and such other pertinent information as may be requested by Landlord within five (5) days following Tenant’s submission of the foregoing informationLandlord, all in sufficient detail to enable Landlord to evaluate evaluated the proposed Transfer and the prospective transferee. In It is the intent of the parties hereto that this Lease shall confer upon Tenant only the right to use and occupy the Premises, and to exercise such other rights as are conferred upon Tenant by this Lease. The parties agree that this Lease is not intended to have a bonus value nor to serve as a vehicle whereby Tenant may profit by a future Transfer of this Lease or the right to use or occupy the Premises as a result of any favorable terms contained herein, or future changes in the market for leased space. It is the intent of the parties that any such bonus value that may attach to this Lease shall be and remain the exclusive property of Landlord. Accordingly, in the event Tenant seeks to Transfer its interest in this Lease or the Premises, Landlord shall have the following options, which may be exercised at its sole choice without limiting Landlord in its reasonable discretionthe exercise of any other right or remedy which Landlord may have by reason of such proposed Transfer: (1) In a case of (i) any proposed assignment of Tenant’s interest in this Lease or (ii) the sublease of one (I) full floor or more for a term which is at least two (2) years (including potential options) in either case, except in the case of a Permitted Transfer (defined below), Landlord may elect to terminate this Lease with respect to the area that is the subject of the proposed Transfer effective as of the proposed effective date of the proposed Transfer and release Tenant from any further liability hereunder accruing with respect to such space after such termination date by giving Tenant written notice of such termination within seven twenty (720) days after receipt by Landlord of Tenant’s 's notice of intent to transfer as provided above. If Landlord makes such election to terminate this Lease, Tenant shall surrender the applicable portion of the Premises, in accordance with Paragraph 34, on or before the effective termination date, provided that, in no event will Tenant have less than one hundred twenty (120) days from the date it receives notice of Landlord’s election to vacate and surrender the applicable portion of the Premises; or (2) Landlord may consent to the proposed Transfer on the condition that Tenant agrees to pay to Landlord, as Additional Rentadditional rent, seventy five percent (75%) of any and all rents or other consideration (including key money) received by Tenant from the transferee by reason of such Transfer in excess of the rent payable by Tenant to Landlord under this Lease (after deducting commercially reasonable less any brokerage commissions, commissions or advertising expenses, attorneys’ fees and construction costs expenses incurred by Tenant in connection with the Transfer, INCLUDING TENANT IMPROVEMENT COSTS). Tenant expressly agrees that the foregoing is a reasonable condition for obtaining Landlord’s 's consent to any Transfer; or (3) Landlord may reasonably withhold its consent to the proposed Transfer. Without limitation, the following will be deemed reasonable grounds on which to withhold consent to a proposed Transfer: a) The proposed transferee is a governmental agency; or b) The proposed transferee does not have sufficient financial strength to fulfill its obligations under the proposed Transfer; or c) The proposed transferee intends to use the applicable portion of the Premises for a use which is unlawful or which violates the provisions of this Lease; or d) The proposed transferee is involved in the production or distribution of adult or pornographic materials; or e) Occupancy of the Building by the proposed transferee would violate the express provisions of another tenant’s lease for space in the Building.