Health Net 2009 Annual Report Download - page 274

connect to any dedicated electrical circuit in the Premises electrical apparatus or equipment of any type having in the aggregate
electrical power requirements in excess of eighty percent (80%) of the rating for the applicable fuse(s) or circuit breaker(s).
Notwithstanding Landlord’s consent to such excess loading of circuits, Tenant shall pay the cost of any additional or above-
standard capacity electrical circuits necessitated by such excess loading circuits and the installation thereof.
10.1 Requirement of Landlord Consent. Tenant shall not, without the prior written consent of Landlord, which consent
Landlord may withhold arbitrarily, capriciously, and without reason: (i) assign, mortgage, pledge, encumber or otherwise transfer this
Lease, the term or estate hereby granted, or any interest hereunder; (ii) permit the Premises or any part thereof to be utilized by
anyone other than Tenant (whether as concessionaire, franchisee, licensee, permittee or otherwise); or (iii) except as hereinafter
provided, sublet or offer or advertise for subletting the Premises or any part thereof. Any assignment, mortgage, pledge, encumbrance,
transfer or sublease without Landlord’s consent shall be voidable and, at Landlord’s election, shall constitute a default.
Notwithstanding the foregoing and Sections 10.2 and 10.3 below, Tenant may assign this Lease or sublet the Premises or a
portion thereof, upon receipt of Landlord’s consent, which consent shall not be unreasonably withheld, to a Tenant Affiliate (defined
below) provided that (a) the assignee or subtenant assumes, in full, the obligations of Tenant under this Lease, (b) Tenant remains
fully liable under this Lease, (c) the use of the Lease by such transferee conforms with the requirements of this Lease, and (d) if
Tenant is no longer a viable operating business, the proposed transferee shall have a net worth which is not less than $50 million.
Provided that Tenant is a corporation, and (x) the stock of Tenant is traded on a national exchange, the transfer of stock in Tenant
shall not be considered an assignment, sublease or transfer under the Lease, or (y) the stock of Tenant is not traded on a national
exchange, the collective transfer of 30% or less of such stock shall not be considered an assignment, sublease or transfer under this
Lease, provided such transfer (together with all other transfers during the Term) does not result in a change in control of Tenant. The
term “Tenant Affiliate” means any entity which acquires all or part of Tenant, or which is acquired in whole or in part by Tenant, or
which is controlled directly or indirectly by Tenant, or which entity controls, directly or indirectly, Tenant, or which owns or is owned
by Tenant Affiliate. Without limiting the transferability of any of Tenant’s options or expansion rights under the Lease, Landlord
expressly acknowledges and agrees that such options or expansion rights shall be exercisable by any Tenant Affiliate, provided this
Lease has been assigned to such Tenant Affiliate in accordance with the terms and provisions of this Section 10.
10.2 Transfer Notice. If at any time or from time to time during the Term of this Lease or during any Option Term, Tenant
desires to assign this Lease, or to sublet all or any part of the Premises (as the same may be expanded from time to time), then at least
ten (10) days prior to the date when Tenant desires the assignment or subletting to be effective (the “Transfer Date”), Tenant shall
give Landlord a notice (the “Transfer Notice”) which shall set forth the name, address and business of the proposed assignee or
subtenant, information (including financial statements and references) concerning the proposed assignee or subtenant, and in the
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10. ASSIGNMENT AND SUBLETTING.