Temporary Taking. If all or any portion of the Premises becomes subject to a Taking for a limited period of time, this Lease shall remain in full force and effect and Tenant shall continue to perform all of the terms, conditions and covenants of this Lease, including the payment of Basic Rent and all other amounts required hereunder. If any such temporary Taking terminates prior to the expiration of the Term, Tenant shall restore the Premises as nearly as possible to the condition prior to such temporary Taking, at Tenant's sole cost and expense. Landlord shall be entitled to receive the entire award for any such temporary Taking, except that Tenant shall be entitled to receive the portion of such award which # compensates Tenant for its loss of use of the Premises within the Term and # reimburses Tenant for the reasonable out-of-pocket costs actually incurred by Tenant to restore the Premises as required by this Section 14(d).

If the Premises are Taken for temporary use, this Lease and Tenant’s obligations, including without limitation the payment of Rent, shall continue, subject to abatement as set forth in Section 15.1 above. For purposes hereof, a “Taking for temporary use” shall mean a Taking of ninety (90) days or less.

End of Temporary Use. Tenant hereby acknowledges that its right to temporarily use the kitchen, conference room and fitness facility totaling 3,670 rentable square feet located in the Ancillary Space (as defined in the Fourth Amendment) as provided in the Fourth Amendment has terminated.

Taking. If at any time during the initial term or any renewal term of this Lease all or substantially all of the Project (“substantially all” being defined in [Section 10.2] below) shall be taken through exercise of the power of eminent domain or conveyed by deed in lieu of condemnation, this Lease shall terminate on the date that the acquiring agency requires the Project or the portion thereof being acquired to be vacated (the ‘Early Termination Date”). All rental amounts paid by Tenant to Landlord shall be reconciled as of the Early Termination Date.

Adjustment for Partial Taking. If less than thirty percent (30%) of the floor area of the Premises should be taken as aforesaid, this Lease shall not terminate; however, the Base Rent payable hereunder during the unexpired portion of this Lease shall be reduced in proportion to the area of the Premises taken, effective on the date physical possession is taken by the condemning authority, and Tenant's Proportionate Share shall be recalculated. Following such partial taking, Landlord shall, in each instance, to the extent of net proceeds received by Landlord from the condemnation award, make all necessary repairs or alterations to the remaining Premises or, if an exhibit describing Landlord's Work is attached to this Lease, all necessary repairs within the scope of Landlord's Work as described in such exhibit, as the case may be, to cause the remaining portions of the Premises to be an architectural whole.

period as necessary, not to exceed an additional one (1) month, for a total of six (6) months occupancy overall (not including the early access to prepare for taking occupancy). The taking of possession of the Replacement Temporary Premises by Tenant shall be conclusive evidence that Tenant accepts the same “AS IS” and that the Replacement Temporary Premises is suited for the use intended by Tenant and is in good and satisfactory condition at the time such possession is taken. Tenant acknowledges that neither Landlord nor Landlord’s agents has made any representation or warranty as to the condition of the Replacement Temporary Premises or the building in which the Replacement Temporary Premises is located or its suitability for Tenant’s purposes. Tenant represents and warrants to Landlord that # its sole intended use of the Temporary Premises is for uses set forth in Section 9 of the Summary, # it does not intend to use the Temporary Premises for any other purpose, and # prior to executing this Amendment it has made such investigations as it deems appropriate with respect to the suitability of the Replacement Temporary Premises for its intended use. From and after this Amendment, the term “Temporary Premises” as defined and used in the Original Lease shall mean and refer to the “Replacement Temporary Premises.”

A Taking. This Article shall apply to any taking of the title to, access to, or use of the Premises or any portion thereof by any Governmental Authority or any conveyance under the threat thereof, for any public or quasi-public use or purpose (a “Taking”). Takings may be total or partial, permanent or temporary, as provided below.

Each Party shall own the CTAs of the Clinical Studies for which it is the sponsor. With respect to any Ongoing Clinical Studies or Post-Approval Marketing Studies to be performed in accordance with Article 4.1(b), the Parties and their Affiliates shall cooperate fully so that the Party which is the sponsor of such Ongoing Clinical Study or Post-Approval Marketing Study, as applicable, in the Licensee Territory, may make the necessary and appropriate Regulatory Filings and submissions and undertaking such regulatory interactions.

Total Taking. If there is a permanent Condemnation of Leased Property with respect to all or substantially all of the Facility, this Lease shall terminate as of the day before the Date of Taking for the Facility and all obligations of Tenant to pay Rent and Additional Charges shall cease as of the day before the Date of Taking.

If there is a Condemnation of a portion of the Facility, this Lease shall remain in effect if the Facility is not thereby rendered, in the reasonable determination of Tenant, Unsuitable for Its Primary Intended Use, but if the Facility is thereby rendered Unsuitable for Its Primary Intended Use, this Lease shall at Tenant’s option terminate as of the date on which Notice of such determination is delivered to Landlord (and all obligations of Tenant to pay Rent and Additional Charges shall cease as of the date on which Notice of such determination is delivered to Landlord).