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and in Landlord's opinion has the financial strength and stability to perform all obligations under this Lease to be performed by Tenant as and when they fall due.

(b)The proposed Transferee will use the Premises for a purpose which in Landlord's opinion (i) is lawful, (ii) is consistent with the permitted use of the Premises under this Lease, (iii) is consistent with the general character of business carried on by tenants of a first class office building, (iv) does not conflict with any exclusive rights or covenants not to compete in favor of any other tenant or proposed tenant in the Building, (v) will not increase the likelihood of damage or destruction, (vi) will not increase the rate of wear and tear to the Premises or common areas, (vii) will not likely cause an increase in insurance premiums for insurance policies applicable to the Building (unless the proposed Transferee agrees to pay such additional cost), and (viii) will not require new tenant improvements incompatible with then existing Building systems and components.

(c)Tenant pays Landlord's reasonable attorneys' fees and costs incurred in connection with negotiation, review and processing of the Transfer, plus a processing fee not to exceed Five Hundred Dollars ($500.00) for each such request.

(d)Landlord is paid any increase in the Security Deposit required by Landlord and permitted by law.

(e)At the time of the proposed Transfer, Tenant is not in default under or in breach of any term provision or covenant of this Lease.

(f)At least seventy-five percent (75%) of the rentable area of the Building is leased to paying tenants.

(g)The Transfer will not otherwise have or cause a material adverse impact on Landlord's interests in the Building or the Premises.

Tenant shall have the burden of demonstrating that each of the foregoing conditions is satisfied.  No Transfer shall relieve Tenant of any liability under this Lease.  Consent to any Transfer shall not operate as a waiver of the necessity of a consent to any subsequent Transfer, and the terms of such consent shall be binding upon any Person holding by, under or through Tenant.


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