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option to extend this Lease or to purchase the Premises, then Lessee may preserve this tease by, (a) exercising such option and (b) providing Lessor with any shortage
<br />in Insurance proceeds (or adequate assurance thereof) needed to make the repairs on or before the earlier of (I) the date which Is 10 days after Lessee's receipt of
<br />Lessor's written notice purporting toterminate this Lease, or (ii) the day prior to the date upon which such option expires, R Lessee duly exercises such option during
<br />such period and provides Lessor with funds (or adequate assurance thereof) to coverany shortage in insurance pmceeds, Lessor shall, at Lessor's commercially
<br />reasonable expense, repairsuch damage as soon as reasonably possible and this Leaseshall continue in full force and effect If Lessee fails to exercise such option and
<br />provide such funds or assurance during such period, then this Lease shall terminate on the date specified in the termination notice and Lessee's option shall be
<br />extinguished.
<br />9.6 Abatement of Rent; Lessee's Remedies.
<br />(a) Abatement. In the event of Premises Partial Damage or Premises Total Destruction or a Hazardous Substance Condition for which Lessee Is not
<br />responsible under this Lease, the Rent payable by Lessee forthe period required for the repair, mmediation or restoration of such damage shall be abated in
<br />Proportion to the degree to which Lessee's use of the Premises is impaired, but not to exceed the proceeds received from the Rental value insurance. All other
<br />obligations of Lessee hereunder shall be performed by Lessee, and Lessor shall have no liability for any such damage, destruction, remediation, repair or restoration
<br />except as provided herein.
<br />(b) Remedies. If Lessor is obligated to repairer restore the Premises and does not commence, In a substantial and meaningful way, such repair or
<br />restoration within 90 days after such obligation shall accme, Lessee may, at anytime priorto the commencement of such repair cur restoration, give written notice to
<br />Lessor and to any Lenders of which Lessee has actual notice, of Lessee'selection to terminate this Lease on a date not less than 60 days following the giving of such
<br />notice. If Lessee gives such notice and such repair or restoration Is not commenced within 30 days thereafter, this Lease shall terminate as of the date specified in said
<br />notice. If the repair or restoration is commenced within such 30 days, this Lease shall continue in full force and effect "Commence" shall mean either the
<br />unconditional authorization of the preparation of the required plans, or the beginning of the actual work on the Premises, whichever first occurs.
<br />9.7 Termination; Advance Payments. Upon termination of this Lease pursuant to Paragraph 6.2(g)or Paragraph 9, an equitable adjustment shall be made
<br />concerning advance Base Rent and any other advance payments made by Lessee to Lessor. Lessor shall, In addition, return to Lessee so much of Lessee's Security
<br />Deposit as has not been, or is not then required to be, used by Lessor.
<br />10. Real PropertyTaxes.
<br />10.1 Definition. As used herein, the term "Real Property Taxes" shall include anytorm of assessment; real estate, general, special, ordinary or extraordinary, or
<br />rental levy ortax (other than inheritance, personal income orestate taxes); improvement bond; and/or license fee imposed upon. or levied against airy legal or
<br />equitable interest of Lessor in the Premises or the Project, Lessor's right to other income therefrom, and/or Lessor's business of leasing, by any authority having the
<br />direct or indirect power to tax and where the funds are generated with reference to the Building address. Real Property Taxes shall also indude any tax, fee, levy,
<br />assessment or charge, or any increase therein: (1) Imposed by reason of events occurring during the term of this Lease, including but not limited to, a change in the
<br />ownership of the Premises, and (it) levied or assessed on machinery or equipment provided by lessor to Lessee pursuant to This Lease.
<br />10.2 Payment of Tams. Lessor shall pay the Real Property Taxes applicable to the Premises provided, however, that Lessee shall pay to Lessor the amount, if
<br />any, by which Real Property Taxes applicable to the Premises increase over the fiscal tax year during which the Commencement Date Occurs ("Tax Increase"), Payment
<br />of any such Tax Increase shall be made by Lessee to Lessor within 30 days after receipt of Lessor's written statement setting forth the amount due and computation
<br />thereof. If any such taxes shall cover any period of time prior to or after the expiration or termination of this Lease, Lessee's sham of such taxes shall be prorated to
<br />cover only that portion of the tax bill applicable to the period thatthis Lease is in effect. In the event Lessee Incurs a late charge on any Rent payment, Lessor may
<br />estimatethe current Real Property Taxes, and require that the Tax Increase be pail in advance to Lessor by Lessee monthly in advance with the payment of the Base
<br />Rent. Such monthly payment shall bean amount equal to the amount of the estimated installment of the Tax Increase divided bythe number of months remaining
<br />before the month in which said installment becomes delinquent. When the actual amount of the applicable Tax Increase is known, the amount of such equal monthly
<br />advance payments shall be adjusted as required to provide the funds needed to pay the applicable Tax increase. If the amount collected by Lessor is Insufficient to pay
<br />the Tax Increase when due, Lessee shall pay Lessor, upon demand, such additional sums as are necessary to pay such obligations. Advance payments may be
<br />intermingled with other moneys of Lessor and shall not bear interest. In the event of a Breach by Lessee in the performance of Its obligations under this Lease, then
<br />any such advance payments may be treated by Lessor as an additional Security Deposit.
<br />10.3 Additional Improvements. Notwithstanding anything to the contrary in this Paragraph 10.2, Lessee shall pay to Lessor upon demand therefor the entirety
<br />of any increase in Real Property Taxes assessed by reason of Alterations or Utility Installations placed upon the Premises by Lessee or at Lessee's request or by reason
<br />of any afteretions or improvements to the Premises made by Lessor subsequent to the MCIAlon of this Lease by the Parties.
<br />10.4 Joint Assessment, R the Premises are not separately assessed, Lessee's liability shall be an equitable proportion of the Tax Increase for all of the land and
<br />Improvements included within the tax parcel assessed, such proportion to be conclusively determined by Lessor from the respective valuations assigned in the
<br />assessor's work sheets or such other information as may be reasonably available.
<br />10.5 Personal Property Taxes. Lessee shall pay, prior to delinquency, all taxes assessed against and levied upon Lessee Owned Alterations, utility Installations,
<br />trade Fixtures, furnishings, equipment and all personal property of Lessee. When possible, Lessee shall cause its Lessee Owned Alterations and Utility installations,
<br />Trade Fixtures, furnishings, equipment and all other personal property to be assessed and billed separately from the real property of Lessor. R amy of lessee's said
<br />property shall be assessed with Lessor's real property, Lessee shall pay Lessor the taxes attributable to Lessee's property within 10 days after receipt of a written
<br />statement setting forth the taxes applicable to Lessee's property.
<br />11. Utilities and Services. Lessee shag pay for all water, gas, heat, light, power, telephone, trash disposal and other utilities and services supplied to the Premises,
<br />together with any taxes thereon. If any such services are not separately metered or billed to Lessee, Lessee shall pay a reasonable proportion, to be determined by
<br />Lessor, of all charges jointly metered or billed. There shall be no abatement of rent and Lessorshall not be liable in any respect whatsoever for the inadequacy,
<br />stoppage, interruption or discontinuance of any utility or service due to riot, strike, labor dispute, breakdown, accident, repair or other cause beyond Lessor's
<br />reasonable control or In cooperation with governmental request or directions.
<br />12. Assignmentamf subletting.
<br />12.1 Lessees Consent Required.
<br />(a) Lessee shall not volunarilyor by operation of law assign, transfer, mortgage or encumber (callectively, "assign or assignment") or sublet all or any
<br />part of Lessee's interest in this lease or in the Premises without Lessor's prior written consent,
<br />(b) Unless Lessee is a corporation and its stock is publicly traded on a national stock exchange, a change In the control of Lessee shall constitute an
<br />assignment requiring consent. The transfer, on a cumulative basis, of 25%or more of the votingcontrol of Lessee shall constitute a change in control for this purpose.
<br />(c) The involvement of Lessee or its assets in any transaction, or series of transactions (byway of merger, sale, acquisition, financing, transfer, kwemged
<br />buyout or otherwise), whether or not a formal assignment or hypothecation of this Lease or Lessee's assets occurs, which results or will result in a reduction of the
<br />Net Worth of Lessee by an amount greater than 25%of such Net Worth as It was represented at the time of the execution of this Lease or at the time of the most
<br />recent nt to which Lessor has consented, or as itexists immediately prior to said transaction or transactions constituting such reduction, whichever was or is
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<br />0 2017AIR CRE. All Rights Reserved. STG-27.20, Revised 11-01-2017
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