OF THE CALIFORNIA CODE OF CIVIL
PROCEDURE.
13.2
TEMPORARY TAKING.
NOTWITHSTANDING ANYTHING TO THE CONTRARY
CONTAINED IN THIS ARTICLE 13, IN THE EVENT OF A TEMPORARY TAKING OF ALL OR ANY
PORTION OF THE PREMISES OR ACCESS THERETO FOR A PERIOD OF NINE (9) MONTHS OR
LESS, THEN THIS LEASE SHALL NOT TERMINATE BUT THE BASE RENT AND TENANT'S SHARE
OF INCREASES IN OPERATING EXPENSES, TAX EXPENSES AND UTILITIES COSTS SHALL BE
ABATED FOR THE PERIOD OF
41
SUCH TAKING 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;
PROVIDED, HOWEVER, THAT IF ONLY A PORTION OF THE PREMISES IS UNFIT FOR OCCUPANCY
AND THE REMAINDER OF THE PREMISES IS NOT SUFFICIENT TO ALLOW TENANT TO
EFFECTIVELY CONDUCT ITS BUSINESS THEREIN, AND IF TENANT DOES NOT CONDUCT ITS
BUSINESS FROM SUCH REMAINING PORTION, THEN THE BASE RENT AND TENANT'S SHARE OF
INCREASES IN OPERATING EXPENSES, TAX EXPENSES AND UTILITIES COSTS FOR THE ENTIRE
PREMISES SHALL BE ABATED FOR THE PERIOD OF SUCH TAKING.
LANDLORD SHALL BE
ENTITLED TO RECEIVE THE ENTIRE AWARD MADE IN CONNECTION WITH ANY SUCH TEMPORARY
TAKING.
ARTICLE 14
ASSIGNMENT AND SUBLETTING
14.1
TRANSFERS.
EXCEPT AS PROVIDED IN SECTIONS 14.6 AND 14.7 BELOW AND
SECTION 8.4 ABOVE, TENANT SHALL NOT, WITHOUT THE PRIOR WRITTEN CONSENT OF
LANDLORD, WHICH CONSENT SHALL NOT BE UNREASONABLY WITHHELD, CONDITIONED OR
DELAYED, ASSIGN, MORTGAGE, PLEDGE, HYPOTHECATE, ENCUMBER, OR PERMIT ANY LIEN TO
ATTACH TO, OR OTHERWISE TRANSFER, THIS LEASE OR ANY INTEREST HEREUNDER, PERMIT
ANY ASSIGNMENT OR OTHER SUCH FOREGOING TRANSFER OF THIS LEASE OR ANY INTEREST
HEREUNDER BY OPERATION OF LAW, SUBLET THE PREMISES OR ANY PART THEREOF, OR
PERMIT THE USE OF THE PREMISES BY ANY PERSONS OTHER THAN TENANT AND ITS
EMPLOYEES, AGENTS, CONSULTANTS AND CONTRACTORS (ALL OF THE FOREGOING ARE
HEREINAFTER SOMETIMES REFERRED TO COLLECTIVELY AS "TRANSFERS" AND ANY PERSON TO
WHOM ANY TRANSFER IS MADE OR SOUGHT TO BE MADE IS HEREINAFTER SOMETIMES REFERRED
TO AS A "TRANSFEREE").
IF TENANT SHALL DESIRE LANDLORD'S CONSENT TO ANY
TRANSFER, TENANT SHALL NOTIFY LANDLORD IN WRITING, WHICH NOTICE (THE "TRANSFER
NOTICE") SHALL INCLUDE (I) THE PROPOSED EFFECTIVE DATE OF THE TRANSFER, WHICH
SHALL NOT BE LESS THAN FIFTEEN (15) DAYS AFTER THE DATE OF DELIVERY OF THE
TRANSFER NOTICE, (II) A DESCRIPTION OF THE PORTION OF THE PREMISES TO BE
TRANSFERRED (THE "SUBJECT SPACE"), (III) ALL OF THE MATERIAL TERMS OF THE
PROPOSED TRANSFER AND THE CONSIDERATION THEREFOR, INCLUDING A CALCULATION OF THE
"TRANSFER PREMIUM," AS THAT TERM IS DEFINED IN SECTION 14.3 BELOW, IN CONNECTION
WITH SUCH TRANSFER, THE NAME AND ADDRESS OF THE PROPOSED TRANSFEREE, AND A COPY
OF ALL EXISTING AND/OR PROPOSED DOCUMENTATION PERTAINING TO THE PROPOSED
TRANSFER (BUT NOT ANY DOCUMENTATION RELATING SOLELY TO THE SALE (IF ANY) OF
TENANT'S OR AN AFFILIATE'S BUSINESS TO SUCH TRANSFEREE), INCLUDING ALL EXISTING
OPERATIVE DOCUMENTS TO BE EXECUTED TO EVIDENCE SUCH TRANSFER OR THE AGREEMENTS
INCIDENTAL OR RELATED TO SUCH TRANSFER,