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<br /> Percentage rent payable with respect to each Complete Lease Year preceding termination. If such
<br /> termination shall take place before the expiration of two(2)Lease Years, then for the Purposes
<br /> Of computing damages,the Annual Percentage Rent payable with respect to each Lease Year
<br /> following termnation shall be conclusively presumed to be equal to twelve(12)times the average
<br /> monthly Payment of Percentage Rent due Prior to such termination or if TENANT has not paid
<br /> any Percentage Rent during the tern, then the Annual Percentage Rent for each year of the
<br /> unexpired term shall be equal to twenty-five percent(25%)of the annual basic rental.
<br /> ARTICLE XV
<br /> 15.01. TENANT acknowledges that TENANTS S agreement
<br /> to operate in the Premises for the Pernitted Use set forth in Article I hereof for the fully stated
<br /> term hereof was a primary inducement and precondition to LANDLORD'S agreement to lease the
<br /> Premises to TENANT. Accordingly,TENAN'T'S interest in the Premises shall be limited to the use
<br /> and occupancy thereof in accordance with the provisions hereof and shall be non-transferable.
<br /> Any attempts by TENANT to sublet the Premises in whole or in part or to sell, assign, lien,
<br /> encumber or in any manner transfer this Lease or any interest therein shall constitute a defauft
<br /> hereunder, as shall any attempt by TENANT to assign or delegate the rranagemerit or to pemvt
<br /> the use or occupancy of the Premises or any part hereof by anyone other than TENANT.
<br /> LANDLORD and TENANT acknowledge and agree that the foregoing provisions have been freely
<br /> negotiated by the parties hereto and that LANDLORD would riot have entered into this Lease
<br /> without TENANT'S consent to the terms of this Section 15.01. Any attempt by Tenant to sublet
<br /> all or arty potion of the Premises, to encumber same, or to in arty manner transfer, convey,
<br /> assign TENAM'S irderest therein, allow the use or management thereof, shall be void.
<br /> 15.02. Change of Ccnkd. In the event TENANT is a corporation and subsidiary of
<br /> another corporation,it may assign this Lease to or merge with,its parent corporation. Any other
<br /> merger, or any dissolution, consolidation or other reorganization, or the sale or other transfer
<br /> (except as the result of death)of more than fifty percert(50%)of the corporate stock of TENANT
<br /> or fifty percent (50%) of its voting stock, shall constitute an assignment of this Lease,for all
<br /> purposes of this Article XV, and is prohibited without the wriften consent of LANDLORD.
<br /> LANDLORD agrees not to unreasonably withhold its consert to any assignment, resulting from
<br /> a merger or consolidation or sale or other transfer of assets having like effect which is otherwise
<br /> prohibited;provided that LANDLORD promptly receives all information reasonably requested,by
<br /> LANDLORD relating thereto; and provided ftxther that neither the reputation, experience, net
<br /> worth, nor financial condition of arty such Assignee, be less than that of Assignor.
<br /> ARTMILE XVII
<br /> TRANSFER OF LANDLORDS INTEREST
<br /> 16.01. In the evert of the sale, assignment or transfer by LANDLORD of its
<br /> interest in the Shopping Center or in this Lease(other than a collateral assignment to secure a
<br /> debt of LANDLORD) to a successor-in-interest LANDLORD shall thereupon be released or
<br /> discharged from all of its covenants and obligations hereunder,except such obligations as shall
<br /> have accrued prior to any such sale,assignment or transfer,and TENANT agrees to look solely
<br /> to such successor in interest of LANDLORD for perfomtanoe of such obligations. TENANT shall
<br /> release LANDLORD of arty obligations relating to any securities given to LANDLORD by
<br /> TENANT,upon acknowledgement by such successors,or receipt of such securities. LANDLORD
<br /> shall thereby be discharged of any ftxther obligations relating thereto. LANDLORDS assignment
<br /> of the Lease, or of any or all of its rights herein,shall in no matter affect TENANTS obligations
<br /> hereuxmder. TENANT shall thereafter attom and look to such assignee,as LANDLORD,provided
<br /> TEN W has first received written notice of such assignment of LANDLORDS interest
<br /> ARTICLE XV11
<br /> SLAMROINATION
<br /> 17.01. EmkgVW Certificate. W thin five (5) days after written request therefor by
<br /> LANDLORD or any other mortgagee or tnistee under a mortgage or deed of trust covering the
<br /> Premises,or if,upon any sale,assignment,or other transfer of the Premises by LANDLORD,an
<br /> estoppel certificate shall be required from TENANT, TENANT shall deliver, in form satisfactory
<br /> to LANDLORD, a statement to any proposed mortgagee or other transferee, or to LANDLORD,
<br /> certifying any fads that are then true with respect to this Lease Agreement, including without
<br /> limitation(if such be the case),that this Lease Agreement is in full force and effect that TENANT
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