2020-090 AMS - Avison Young Europa Center Lease SDC

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12 . DELAY 1N COMMENCEMENT . Landlord shall not be liable to Tenant or any third party for failure to deliver possession of the Rented Space to Tenant on or before the Commencement Date , if such failure is due to any of the following : ( i ) labor disputes and /or material shortages ; ( ii ) force majeure or acts of God , including but not limited to abnormal weather conditions ; ( iii ) the hold over or retention of possession of any other tenant , tenants , or occupants ; or ( iv ) any other circumstances beyond Landlord 's reasonable control . Under such circumstances , the Base Rent shall be abated until the Rented Space is available for occupancy by Tenant , and no such failure to give possession on the Commencement Date shall affect the validity of this Lease or the obligation of the Tenant under this Lease . At the option of Landlord , to be exercised within thirty ( 30 ) days of the Commencement Date , the Lease may be amended so that the Term is extended by the period of time possession by Tenant is delayed . The Rented Space shall not be deemed to be unready for Tenant' s occupancy or incomplete if: ( i ) only minor or insubstantial details of construction , decoration or mechanical adjustment remain to be done in the Rented Space or any part of the Rented Space ; ( ii ) the delay in the availability of the Rented Space for occupancy shall be due to special work , changes , alterations or additions required or made by Tenant in the layout or finish of the Rented Space or any part thereof ; ( iii ) the delay is caused in whole or in part by the delay of Tenant in submitting plans , supplying information , approving plans , specifications or estimates , giving authorizations or otherwise ; or ( iv ) the delay is caused in whole or in part by delay and /or default on the part of Tenant and /or its subtenant or subtenants . In the event of any dispute as to whether the Rented Space are ready for Tenant's occupancy, the decision of the Landlord ' s architect shall be final and binding on the parties . 13 . ASSIGNMENT OR SUBLEASE . ( a ) Assignment . Tenant may not assign this Lease . If Tenant is not a publicly owned corporation whose outstanding voting stock is listed on a national securities exchange , then any transfer of any interest in Tenant that results in a change of the controlling ownership of Tenant shall be deemed an assignment of this Lease and a default by Tenant hereunder; provided that nothing herein shall be deemed to prohibit ( 1 ) a public offering of the stock of Tenant pursuant to the Securities Act of 1933 and/or Securities Exchange Act of 1934 , as amended ; or ( ii ) a transfer of ownership between the current owners of Tenant and their spouses , children , or grandchildren by inter vivos or testamentary transfer. Any involuntary transfer of any interest in Tenant or Tenant' s interest in this Lease shall be deemed an assignment of this Lease and a default hereunder . ( b ) Subletting . Tenant may not sublet the Leased Premises or any part thereof without the prior written consent of Landlord , which shall not be unreasonably withheld . In any event , Tenant shall not advertise or publicize the Leased Premises for subletting whether through a broker , agent , representative or otherwise at a rental rate less than that for which space in the Europa Center is being offered for rent by Landlord . If Tenant seeks to sublet all or any part of the Leased Premises , then the following shall apply : ( 1 ) Prior to any sublease , Tenant shall first notify Landlord in writing of its intent to sublet all or a portion of the Leased Premises , such notice to include a copy of the proposed sublease . At any time within fifteen ( 15 ) business days after service of said notice , Landlord shall notify Tenant that : ( i } it consents to the sublease ; or ( ii ) it refuses to consent to the sublease ; or ( iii ) with respect to a proposed sublease of the entire Rented Space , that it terminates this Lease effective as of the beginning of the proposed sublease term , which Landlord shall be fully empowered to do , at Landlord ' s option , if Tenant seeks to sublet the entire Rented Space ; or ( iv ) with respect to a proposed sublease oft of the Rented Space , that , effective as of the beginning of the sublease term , it amends the Lease to reduce the Rented Space by the portion of the Rented Space proposed to be sublet and further amends the Lease because of the reduction of the Rented Space so that all calculated items are reduced proportionately to the reduction in Rentable Square Feet of the Rented Space . ( 2 ) If Tenant shall sublet the Leased Premises at a rental or other economic benefit in excess of the then current Base Rent , Fifty percent ( 50 % ) of such excess shall be for benefit of Landlord and shall be paid to Landlord in cash promptly when due under any such sublease as additional rent due under this Lease ( 3 ) Tenant agrees to pay to Landlord , on demand , all reasonable costs incurred by Landlord in connection with any request by Tenant for Landlord ' s consent to any sublease , including but not limited to reasonable attorney' s fees and recording fees . ( 4 ) Any sublease shall not release Tenant of its liability under this Lease or permit any subsequent sublease . 14 . DEFAULT BY TENANT AND LANDLORD ' S REMEDIES . Page 8 - THE EUROPA CENTER Lease � Landlord Tenant Initials Initials