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6.1.F. - Page 52
<br />without the prior written consent of Lessor.
<br />(d) If Lessee desires to assign, sublet, encumber or otherwise transfer all or any portion of the Lease Premises, Lessee
<br />shall do all of the following:
<br />(1) Give not less than 90 days' prior written notice to Lessor;
<br />(2) Provide the name, complete business organization, operational structure, and formation documents of the
<br />proposed assignee, sublessee, secured third party, or other transferee; and the nature of the use of and interest in the
<br />Lease Premises proposed by the assignee, sublessee, secured third party or other transferee.
<br />(3) Provide the terms and conditions of the proposed assignment, sublease, or encumbrance or other transfer;
<br />(4) Provide audited financial statements for the two most recently completed fiscal years of the proposed assignee,
<br />sublessee, secured party or other transferee; and provide pro forma financial statements showing the projected income,
<br />expense and financial condition resulting from use of the Lease Premises; and
<br />(5) Provide such additional or supplemental information as Lessor may reasonably request concerning the proposed
<br />assignee, sublessee, secured party or other transferee.
<br />(6) Lessor will evaluate proposed assignees, sublessees, secured third parties and other transferees and grant approval
<br />or disapproval according to standards of commercial reasonableness considering the following factors within the
<br />context of the proposed use: the proposed party's financial strength and reliability, their business experience and
<br />expertise, their personal and business reputation, their managerial and operational skills, their proposed use and
<br />projected rental, as well as other relevant factors.
<br />(e) Lessor shall have a reasonable period of time from the receipt of all documents and other information required
<br />under this provision to grant or deny its approval of the proposed party. Lessor may reevaluate the rent, insurance
<br />and/or bond provisions of this Lease, and may condition its approval of the proposed assignment, sublease,
<br />hypothecation, mortgage, or other transfer on the party's acceptance of the new terms. Lessee's rights stated in this
<br />paragraph shall apply regardless of whether the proposed transfer coincides with a regular rent review period as stated
<br />in Section 3 Paragraph 3(c) above.
<br />(f) Lessee's mortgage or hypothecation of this Lease, if approved by Lessor, shall be subject to terms and conditions
<br />imposed by a separately negotiated encumbrancing agreement.
<br />(g) Upon the express written assumption of all obligations and duties under this Lease by an assignee approved by
<br />Lessor, the Lessee may be released from all liability under this Lease arising after the effective date of assignment and
<br />not associated with Lessee's use, possession or occupation of or activities on the Lease Premises; except as to any
<br />hazardous wastes, substances or materials as defined under federal, state or local law, regulation, or ordinance
<br />manufactured, generated, used, placed, disposed, stored or transported on the Lease Premises during Lessee's tenancy.
<br />(h) If the Lessee files a petition or an order for relief is entered against Lessee, under Chapters 7, 9, 11 or 13 of the
<br />Bankruptcy Code (11 USC Sect. 101, et seq.) then the trustee or debtor-in-possession must elect to assume or reject this
<br />Lease within sixty (60) days after filing of the petition or appointment of the trustee, or the Lease shall be deemed to
<br />have been rejected, and Lessor shall be entitled to immediate possession of the Lease Premises. No assumption or
<br />assignment of this Lease shall be effective unless it is in writing and unless the trustee or debtor-in-possession has
<br />cured all Defaults under this Lease (monetary and non -monetary) or has provided Lessor with adequate assurances
<br />(1) that within ten (10) days from the date of such assumption or assignment, all monetary Defaults under this Lease
<br />will be cured; and (2) that within thirty (30) days from the date of such assumption, all non -monetary Defaults under
<br />this Lease will be cured; and (3) that all provisions of this Lease will be satisfactorily performed in the future.
<br />(i) In the event of any transfer or assignment, under this Paragraph 11 or by any other means authorized by this Lease,
<br />the Lease terms shall be for the remaining years existing on the Lease prior to the transfer or assignment. A transfer
<br />or assignment shall not extend the term of this Lease.
<br />Form51.16 (Rev. 10/14)
<br />ATTY/AGR/2018.121/REDWOOD CITY LEASE AGREEMENT— EXHIBIT G -MAPLE STREET
<br />REV: 06-07-18 VR
<br />Page 11 of 17
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