Condemnation Not Resulting in Termination. If a portion of the Project of which the Premises are a part should be taken or condemned for any public use under any Applicable Law, or by right of eminent domain, or by private purchase in lieu thereof, and the taking prevents or materially interferes with the Permitted Use of the Premises, and this Lease is not terminated as provided in Paragraph 24.1 above, the Rent payable hereunder during the unexpired portion of this Lease shall be reduced, beginning on the date when the physical taking shall have occurred, to such amount as may be fair and reasonable under all of the circumstances, but only after giving Landlord credit for all sums received or to be received by Tenant by the condemning authority. Notwithstanding anything to the contrary contained in this Paragraph, if the temporary use or occupancy of any part of the Premises shall be taken or appropriated under power of eminent domain during the Term, this Lease shall be and remain unaffected by such taking or appropriation and Tenant shall continue to pay in full all Rent payable hereunder by Tenant during the Term; in the event of any such temporary appropriation or taking, Tenant shall be entitled to receive that portion of any award which represents compensation for the use of or occupancy of the Premises during the unexpired Term.

Condemnation Not Resulting in Termination. If a portionthe whole or any substantial part of the Project of which the Premises are a part should be taken or condemned for any public use under any Applicable Law, or by right of eminent domain, or by private purchase in lieu thereof, and the taking preventswould prevent or materially interferesinterfere with the Permitted Use of the Premises, andeither party shall have the right to terminate this Lease at its option. If any material portion of the Building or Project is not terminated as providedtaken or condemned for any public use under any Applicable Law, or by right of eminent domain, or by private purchase in Paragraph 24.1 above,lieu thereof, Landlord may terminate this Lease at its option. In either of such events, the Rent payable hereundershall be abated during the unexpired portion of this Lease shall be reduced, beginning on the dateLease, effective when the physical taking of said Premises shall have occurred, to such amount as may be fair and reasonable under all of the circumstances, but only after giving Landlord credit for all sums received or to be received by Tenant by the condemning authority. Notwithstanding anything to the contrary contained in this Paragraph, if the temporary use or occupancy of any part of the Premises shall be taken or appropriated under power of eminent domain during the Term, this Lease shall be and remain unaffected by such taking or appropriation and Tenant shall continue to pay in full all Rent payable hereunder by Tenant during the Term; in the event of any such temporary appropriation or taking, Tenant shall be entitled to receive that portion of any award which represents compensation for the use of or occupancy of the Premises during the unexpired Term.occurred.

Condemnation Not Resulting in Termination.CONDEMNATION. If a portionthe whole or any part of the Premises, Building or Project of which the Premises are a part shouldshall be taken by power of eminent domain or condemned by any competent authority for any public or quasi-public use underor purpose, or if any Applicable Law,adjacent property or street shall be so taken or condemned, or reconfigured or vacated by rightsuch authority in such manner as to require the use, reconstruction or remodeling of eminent domain, or by private purchase in lieu thereof, and the taking prevents or materially interferes with the Permitted Useany part of the Premises, Building or Project, or if Landlord shall grant a deed or other instrument in lieu of such taking by eminent domain or condemnation, Landlord shall have the option to terminate this Lease effective as of the date possession is required to be surrendered to the authority. Tenant shall not because of such taking assert any claim against Landlord or the authority for any compensation because of such taking and Landlord shall be entitled to the entire award or payment in connection therewith, except that Tenant shall have the right to file any separate claim available to Tenant for any taking of Tenant's personal property and fixtures belonging to Tenant and removable by Tenant upon expiration of the Lease Term pursuant to the terms of this Lease, and for moving expenses, so long as such claims do not diminish the award available to Landlord, its ground lessor with respect to the Building or Project or its mortgagee, and such claim is payable separately to Tenant. All Rent shall be apportioned as of the date of such termination. If any part of the Premises shall be taken, and this Lease isshall not terminated as provided in Paragraph 24.1 above,be so terminated, the Rent payable hereunder during the unexpired portion of this Lease shall be reduced, beginning on the date when the physical taking shallproportionately abated. Tenant hereby waives any and all rights it might otherwise have occurred,pursuant to such amount as may be fair and reasonable under all[Section 1265.130] of the circumstances, but only after giving Landlord credit for all sums received or to be received by Tenant by the condemning authority.The California Code of Civil Procedure. Notwithstanding anything to the contrary contained in this Paragraph, if the temporary use or occupancy of any part of the Premises shall be taken or appropriated under power of eminent domain during the Term, this Lease shall be and remain unaffected by such taking or appropriation and Tenant shall continue to pay in full all Rent payable hereunder by Tenant during the Term;Article 13, in the event of a temporary taking of all or any portion of the Premises for a period of one hundred and eighty (180) days or less, then this Lease shall not terminate but the Base Rent and the Additional Rent shall be abated for the period of such temporary appropriation or taking, Tenanttaking in proportion to the ratio that the amount of rentable square feet of the Premises taken bears to the total rentable square feet of the Premises. Landlord shall be entitled to receive the entire award made in connection with any such temporary taking. Notwithstanding any contrary provision of this Lease, the following governmental actions shall not constitute a taking or condemnation, either permanent or temporary: # an action that portion of any award which represents compensationrequires Tenant's business or the Building or Project to close during the Lease Term, and # an action taken for the usepurpose of protecting public safety (e.g., to protect against acts of war, the spread of communicable diseases, or occupancy of the Premises during the unexpired Term.an infestation), and no such governmental actions shall entitle Tenant to any compensation from Landlord or any authority, or Rent abatement or any other remedy under this Lease.

Condemnation Not Resulting in Termination.Condemnation. If a portionthe whole or any material part of the Premises or the Project of which the Premises are a part should beis taken or condemned for any public or quasi-public use under any Applicable Law,governmental law, ordinance, or regulation, or by right of eminent domain, or by private purchase in lieu thereof,thereof (a “Taking” or “Taken”), and the taking preventsTaking would in Landlord’s reasonable judgment, materially interfere with or impair Landlord’s ownership or operation of the Project or would in the reasonable judgment of Landlord and Tenant either prevent or materially interferesinterfere with Tenant’s use of the Premises (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with the Permitted Usequalifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the Premises,American Arbitration Association), then upon written notice by Landlord or Tenant to the other, this Lease shall terminate and Rent shall be apportioned as of said date. If part of the Premises shall be Taken, and this Lease is not terminated as provided in Paragraph 24.1 above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Rent payable hereunder during the unexpired portion of this LeaseTerm shall be reduced, beginning on the date when the physical taking shall have occurred,reduced to such amountextent as may be fair and reasonable under all of the circumstances, but only after giving Landlord credit for all sums received or to be received by Tenant by the condemning authority. Notwithstanding anything to the contrary contained in this Paragraph, if the temporary use or occupancy of any part of the Premises shall be taken or appropriated under power of eminent domain during the Term, this Lease shall be and remain unaffected by such taking or appropriation and Tenant shall continue to pay in full all Rent payable hereunder by Tenant during the Term; in the event ofcircumstances. Upon any such temporary appropriation or taking, TenantTaking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have the right, to the extent that portionsame shall not diminish Landlord’s award, to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of any award which represents compensation for the use of or occupancystate law to terminate this Lease upon a partial Taking of the Premises duringor the unexpired Term.Project.

Condemnation Not Resulting in Termination.CONDEMNATION. If a portionthe whole or any part of the Project of which the Premises are a part shouldshall be taken by power of eminent domain or condemned by any competent authority for any public or quasi-public use underor purpose, or if any Applicable Law,adjacent property or street shall be so taken or condemned, or reconfigured or vacated by rightsuch authority in such manner as to require the use or reconstruction of eminent domain, or by private purchase in lieu thereof, and the taking prevents or materially interferes with the Permitted Useany part of the Premises, or if Landlord shall grant a deed or other instrument in lieu of such taking by eminent domain or condemnation, Landlord shall have the option to terminate this Lease effective as of the date possession is required to be surrendered to the authority. Tenant shall not because of such taking assert any claim against Landlord or the authority for any compensation because of such taking and Landlord shall be entitled to the entire award or payment in connection therewith, except that Tenant shall have the right to file any separate claim available to Tenant for any taking of Tenant's personal property and fixtures belonging to Tenant and removable by Tenant upon expiration of the Lease Term pursuant to the terms of this Lease, for moving expenses, for the unamortized value of any improvements paid for by Tenant and for the Lease “bonus value”, so long as such claims are payable separately to Tenant. All Rent shall be apportioned as of the date of such termination. If any part of the Premises shall be taken, and this Lease isshall not terminated as provided in Paragraph 24.1 above,be so terminated, the Rent payable hereunder during the unexpired portion of this Lease shall be reduced, beginning on the date when the physical taking shallproportionately abated. Tenant hereby waives any and all rights it might otherwise have occurred,pursuant to such amount as may be fair and reasonable under all[Section 1265.130] of the circumstances, but only after giving Landlord credit for all sums received or to be received by Tenant by the condemning authority.The California Code of Civil Procedure. Notwithstanding anything to the contrary contained in this Paragraph, if the temporary use or occupancy of any part of the Premises shall be taken or appropriated under power of eminent domain during the Term, this Lease shall be and remain unaffected by such taking or appropriation and Tenant shall continue to pay in full all Rent payable hereunder by Tenant during the Term;Article 13, in the event of a temporary taking of all or any portion of the Premises for a period of one hundred and eighty (180) days or less, then this Lease shall not terminate but the Base Rent and the Additional Rent shall be abated for the period of such temporary appropriation or taking, Tenanttaking in proportion to the ratio that the amount of rentable square feet of the Premises taken bears to the total rentable square feet of the Premises. Landlord shall be entitled to receive that portion ofthe entire award made in connection with any award which represents compensation for the use of or occupancy of the Premises during the unexpired Term.such temporary taking.

Condemnation Not Resulting in Termination.Condemnation. If a portionthe whole or any material part of the Premises or the Project of which the Premises are a part should beis taken or condemned for any public or quasi-public use under any Applicable Law,governmental law, ordinance, or regulation, or by right of eminent domain, or by private purchase in lieu thereof,thereof (a “Taking” or “Taken”), and the taking preventsTaking would in Landlord’s reasonable judgment, materially interfere with or impair Landlord’s ownership or operation of the Project or would in the reasonable judgment of Landlord and Tenant either prevent or materially interferesinterfere with Tenant’s use of the Premises or the parking spaces allocated to Tenant pursuant to Section 10 (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with the Permitted Usequalifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the Premises,American Arbitration Association), then upon written notice by Landlord or Tenant to the other this Lease shall terminate and Rent shall be apportioned as of said date. If part of the Premises or the parking spaces allocated to Tenant pursuant to Section 10 shall be Taken, and this Lease is not terminated as provided in Paragraph 24.1 above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Rent payable hereunder during the unexpired portion of this LeaseTerm shall be reduced, beginning on the date when the physical taking shall have occurred,reduced to such amountextent as may be fair and reasonable under all of the circumstances, but only after giving Landlord credit for all sums received or to be received by Tenant by the condemning authority. Notwithstanding anything to the contrary contained in this Paragraph, if the temporary use or occupancy of any part of the Premises shall be taken or appropriated under power of eminent domain during the Term, this Lease shall be and remain unaffected by such taking or appropriation and Tenant shall continue to pay in full all Rent payable hereunder by Tenant during the Term; in the event ofcircumstances. Upon any such temporary appropriation or taking, TenantTaking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have the right, to the extent that portionsame shall not diminish Landlord’s award, to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of any award which represents compensation for the use of or occupancystate law to terminate this Lease upon a partial Taking of the Premises duringor the unexpired Term.Project.

Condemnation Not Resulting in Termination.Condemnation. If a portion of the entire Project of which theor Premises are a part should be taken or condemned for any public use under any Applicable Law, or by right of eminent domain,domain or conveyed by private purchaseLandlord in lieu thereof, and the taking prevents or materially interferes with the Permitted Usethereof (a “Taking”), this Lease shall terminate as of the Premises,date of the Taking. If any material portion, but less than all of the Premises or the Building, become subject to a Taking and such Taking will render the Premises untenantable for a period of more than one hundred eighty (180) days, then Tenant may terminate this Lease as of the date of such Taking by giving written notice to Landlord within thirty (30) days after the Taking, and all Rent paid or payable hereunder shall be apportioned between Landlord and Tenant as of the date of such Taking. If any material portion, but less than all, of the Project, Building or the Premises becomes subject to a Taking, or if Landlord is required to pay any of the proceeds received for a Taking to any Holder of any Security Instrument, then Landlord may terminate this Lease by delivering written notice thereof to Tenant within thirty (30) days after such Taking, and all Rent paid or payable hereunder shall be apportioned between Landlord and Tenant as of the date of such Taking. If this Lease is not terminated as provided in Paragraph 24.1 above, theso terminated, then Base Rent thereafter payable hereunder during the unexpired portion of this Lease shall be reduced, beginning onabated for the date when the physical taking shall have occurred, to such amount as may be fair and reasonable under allduration of the circumstances, but only after giving Landlord credit for all sums received orTaking in proportion to be received by Tenant by the condemning authority. Notwithstanding anything to the contrary contained in this Paragraph, if the temporary use or occupancy of any partthat portion of the Premises shall be taken or appropriated under power of eminent domain during the Term, this Lease shall be and remain unaffectedrendered untenantable by such takingTaking. If any Taking occurs, then Landlord shall receive the entire award or appropriation and Tenant shall continue to pay in full all Rent payable hereunder by Tenant during the Term; in the event of any such temporary appropriation or taking, Tenant shall be entitled to receive that portion of any award which representsother compensation for the use of or occupancy ofland on which the Premises duringProject is situated, the unexpired Term.Project, and other improvements taken, and Tenant may separately pursue a claim (to the extent it will not reduce Landlord’s award).

Condemnation Not Resulting in Termination.Partial Condemnation. If a portion of the Project of which the Premises are a part should be taken or condemned for any public use under any Applicable Law, or by right of eminent domain, or by private purchase in lieu thereof, and the taking prevents or materially interferes with the Permitted Use of the Premises, and this Lease is not terminated as provided in Paragraph 24.1 above, the Rent payable hereunder during the unexpired portion of this Lease shall be reduced, beginning on the date when the physical taking shall have occurred, to such amount as may be fair and reasonable under all of the circumstances, but only after giving Landlord credit for all sums received or to be received by Tenant by the condemning authority. Notwithstanding anything to the contrary contained in this Paragraph, if the temporary use or occupancy of any part of the Premises shall be takenis condemned by eminent domain, inversely condemned, or appropriated under powersold in lieu of eminent domain duringcondemnation for any public or quasi-public use or purpose, and in the Term,reasonable opinion of the parties this partial condemnation renders the Premises unusable by the Tenant, this Lease shall bewill terminate as of the date of title vesting in that proceeding and remain unaffected by such taking or appropriation and Tenant shall continue to pay in full all Rent payable hereunder by Tenant duringpayments will be abated from the Term;date of such termination. If in the eventreasonable opinion of any such temporary appropriation or taking, Tenant shall be entitled to receive that portion of any award which represents compensation forparties the use of or occupancy ofpartial condemnation does not render the Premises duringunusable by the unexpired Term.Tenant, the parties will agree on an abatement in rent in an amount equal to the reduction in leasehold value resulting from such partial condemnation. If the parties cannot agree on such a reasonable value, they shall submit their dispute to binding arbitration, pursuant to the arbitration section below.

Condemnation Not Resulting in Termination. If a portionthe whole or any material part of the Premises, Building or Project of which the Premises are a part shouldshall be taken by power of eminent domain or condemned by any competent authority for any public or quasi-public use underor purpose, or if any Applicable Law,adjacent property or street shall be so taken or condemned, or reconfigured or vacated by rightsuch authority in such manner as to require the use, reconstruction or remodeling of eminent domain, or by private purchase in lieu thereof, and the taking prevents or materially interferes with the Permitted Useany material part of the Premises, andBuilding or Project, or if ​ shall grant a deed or other instrument in lieu of such taking by eminent domain or condemnation, ​ shall have the option to terminate this Lease effective as of the date possession is required to be surrendered to the authority. If more than twenty-five percent (25%) of the rentable square feet of the Premises is taken, or if access to the Premises is substantially impaired, in each case for a period anticipated to exceed one (1) year, ​ shall have the option to terminate this Lease effective as of the date possession is required to be surrendered to the authority; provided, however if, in the case of substantial impairment of access to the Premises, at ​’s sole discretion, ​ notifies ​, which notice must be given within sixty (60) days after the determination that such impairment of access will exceed one (1) year, that ​ will undertake and, thereafter, ​ does promptly undertake work to restore, access to the Premises in a manner that will reasonably cure the impairment to access, then ​ shall have no right to initially terminate this Lease based upon such impairment with access, subject to the provisions set forth below. ​ shall not terminatedbecause of such taking assert any claim against ​ or the authority for any compensation because of such taking and ​ shall be entitled to the entire award or payment in connection therewith, except that ​ shall have the right to file any separate claim available to ​ for any taking of ​’s personal property and fixtures belonging to ​ and removable by ​ upon expiration of the Lease Term pursuant to the terms of this Lease, and for moving expenses, so long as providedsuch claims do not diminish the award available to ​, its ground lessor with respect to the Building or Project or its mortgagee, and such claim is payable separately to ​. All Rent shall be apportioned as of the date of such termination. In addition and subject to the terms of this Error! Reference source not found., in Paragraph 24.1 above, the Rent payable hereundercase of a taking in which an excess of twenty-five percent (25%) of the rentable square feet of the Premises is taken or access to the Premises is substantially impaired, if the taking was initially anticipated to be for a period of less than one (1) year, but extends beyond one (1) year, then ​ shall have the additional right during the unexpired portionfirst thirty (30) days following the expiration of such one (1) year time period to terminate this Lease shall be reduced, beginning onby delivery of written notice to ​. Notwithstanding the date whenforegoing sentence, if, in the physical takingcase of substantial impairment of access to the Premises as a result of such temporary taking, ​ completes the work necessary to restore access to the Premises within one (1) year, then ​ shall have occurred,no right to terminate this Lease based upon such amount as may be fairimpairment of access. ​ hereby waives any and reasonable under all rights it might otherwise have pursuant to [Section 1265.130] of the circumstances, but only after giving Landlord credit for all sums received or to be received by Tenant by the condemning authority.The California Code of Civil Procedure. Notwithstanding anything to the contrary contained in this Paragraph, if the temporary use or occupancy of any part of the Premises shall be taken or appropriated under power of eminent domain during the Term, this Lease shall be and remain unaffected by such taking or appropriation and Tenant shall continue to pay in full all Rent payable hereunder by Tenant during the Term;Article 13, in the event of a temporary taking of all or any portion of the Premises for a period of one (1) year or less, then this Lease shall not terminate but the Base Rent and the Additional Rent shall be abated for the period of such temporary appropriation or taking, Tenanttaking in proportion to the ratio that the amount of rentable square feet of the Premises taken bears to the total rentable square feet of the Premises and otherwise in accordance with Section 19.5.2. ​ shall be entitled to receive that portion ofthe entire award made in connection with any award which represents compensation for the use of or occupancy of the Premises during the unexpired Term.such temporary taking.