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if Tenant is a partnership or limited liability company, the withdrawal or change, whether voluntary,
<br /> involuntary or by operation of law, of partners or members owning 30 % or more of the partnership or the
<br /> limited liability company, or the dissolution thereof; or if Tenant consists of more than one person, an
<br /> assignment, whether voluntary, involuntary or by operation of law, by one persons or, if Tenant is a
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<br /> corporation, any dissolution or reorganization of Tenant, or the sale or other transfer of a controlling
<br /> percentage of capital stock of Tenant, or the sale of excess of 50% in value of the assets of Tenant . The
<br /> phrase "controlling percentage" means the ownership of, and the right to vote, stock possessing at least
<br /> 50 % of the total combined voting power of all classes of Tenant ' s capital stock issued, outstanding and
<br /> entitled to vote for the election of directors , or such lesser percentage as is required to provide actual
<br /> control over the affairs of the corporation . Acceptance of Rent by Landlord after any non-permitted
<br /> assignment shall not constitute approval thereof by Landlord .
<br /> In no event shall this Lease be assignable by operation of law, and Tenant ' s rights hereunder may
<br /> not become, and shall not be listed by Tenant as an asset under any bankruptcy, insolvency or
<br /> reorganization proceedings . Tenant is not, may not become, and shall never represent itself to be an agent
<br /> of Landlord, and Tenant expressly recognizes that Landlord ' s title is paramount, and that it can do
<br /> nothing to affect or impair Landlord ' s title other than the creation of Tenant ' s leasehold interest arising
<br /> under this Lease . If this Lease shall be assigned or the Demised Premises or any portion thereof sublet by
<br /> Tenant at a rental that exceeds all rentals to be paid to Landlord hereunder attributable to the Demised
<br /> Premises or portion thereof so assigned or sublet, then and in such event any such excess shall be paid
<br /> over to Landlord by Tenant . Landlord reserves the right to charge Tenant for any actual, out- of-pocket
<br /> costs, such as those of attorneys or other consultants , for the preparation and review of documents , for its
<br /> review and approval or disapproval of Tenant ' s assignment or sublease request .
<br /> 10 . Tenant ' s Compliance ; Insurance Requirements ; Waiver of Subrogation. Tenant shall
<br /> comply with all applicable laws, ordinances and regulations affecting the Demised Premises , now existing
<br /> or hereafter adopted, including general rules and regulations for tenants ( a copy of the present rules being
<br /> attached as Exhibit C ) as may be developed from time to time by Landlord and delivered to Tenant or
<br /> posted on the Demised Premises .
<br /> Throughout the term of this Lease, Tenant at its sole cost and expense shall keep or cause to be
<br /> kept for the mutual benefit of Landlord, Landlord ' s managing agent, if applicable, and Tenant the
<br /> following insurance : (1) commercial general liability insurance naming Landlord and Landlord ' s
<br /> managing agent, if applicable, as additional insureds against any and all claims for bodily injury and
<br /> property damage occurring in, or about or arising out of Tenant ' s , Tenant ' s authorized representatives ,
<br /> and anyone for whom Tenant is responsible arising out of and in connection with the Demised Premises ,
<br /> with combined single limit coverage of at least $ 1 , 000 , 000 . 00 per occurrence and $ 2 , 000 , 000 aggregate
<br /> limit (and if Tenant has other locations that it owns or leases , the policy shall include an aggregate limit
<br /> per location endorsement), and which shall insure Tenant ' s performance of the indemnity provisions
<br /> contained herein, provided in no event shall the limits of such insurance be considered as limiting the
<br /> liability of Tenant under this Lease ; (ii) personal property insurance insuring all equipment, trade fixtures,
<br /> inventory, fixtures and personal property located on or in the Demised Premises for perils covered by the
<br /> causes of loss- special form (all risk), such insurance to be written on a replacement cost basis in an
<br /> amount equal to full replacement value of the aggregate of the foregoing property ; ( iii) workers '
<br /> compensation insurance in accordance with statutory law and employer ' s liability insurance with a limit
<br /> of not less than $ 100 , 000 per employee and $ 500, 000 per occurrence ; and (iv) such other insurance as
<br /> required by law . The policies required to be maintained by Tenant shall be with companies rated A-XIII
<br /> or better in the most current issue of Best ' s Insurance Reports (or if Best ' s ratings are changed or
<br /> discontinued, the parties shall agree to a comparable method of rating insurance companies) and which
<br /> are licensed to do business in the state of North Carolina . Any deductible amounts under any insurance
<br /> policies required under this article 11 shall not exceed $ 10 , 000 . Landlord annually may require the limits
<br /> OCAC Lease Page 8
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