TeleNav 2011 Annual Report Download - page 148

Tenant’s remedies set forth in Section 19.5.2 above or Section 19.6
below, which shall be governed by the express provisions of those Sections),
Tenant shall give notice and a reasonable time to cure to any Security Holder of which Tenant has been given notice of its name and address for
such purpose; provided, however, that, in the case of any emergency, Tenant shall be permitted to take such actions as are reasonably necessary
and to provide the Security Holder with the required notice reasonably promptly under the circumstances.
19.6 Abatement Event . Without limiting Tenant’
s other rights provided in this Lease, if the entirety of one or more Buildings, or a
material portion of one or more Buildings, is made untenantable for the conduct of a Permitted Use then being made of such Building or
inaccessible as a result of (a) Landlord’
s failure to timely perform any of its obligations under this Lease, or (b) the presence of Hazardous
Substances brought on the Premises by Landlord or a Landlord Party or (c) the presence of Hazardous Substances referenced in the Landlord
Environmental Reports (defined below) (or any break-
down products thereof) on or about the Premises that (i) violate Environmental Laws on
the date of this Lease or (ii) causes any governmental authority to determine that the Premises or any portion thereof are not reasonably suitable
for the conduct of the Permitted Use then being made of the Premises (such circumstances set forth in items (a), (b) or (c) above shall be an “
Abatement Event ”),
then Tenant shall give notice of such Abatement Event to Landlord and any Security Holder of which Tenant has been
given notice, and if such Abatement Event continues for [*****] the “ Abatement Eligibility Date ”),
then Monthly Rent shall be abated for the
period beginning on the day immediately following the Abatement Eligibility Date and ending on the day that the affected Building(s) are made
tenantable for the conduct of Tenant’
s business and accessible; provided, however, that in the event of any Abatement Event described in clause
(c) above, Monthly Rent shall be abated hereunder only to the extent that any Business Interruption and Extra Expense Insurance carried by
Tenant does not cover such Monthly Rent obligation (or cover the monthly rent obligation in any premises to which Tenant relocates its business
operations as a result of such Abatement Event). If an Abatement Event renders less than the entire Premises untenantable for the conduct of the
Permitted Uses being made of the Premises or inaccessible, the amount of Monthly Rent abated shall be prorated in proportion to the percentage
of the rentable square footage of the Premises that is rendered untenantable for the conduct of Tenant’
s business or inaccessible. To the extent an
Abatement Event is caused by an event covered by Articles 11 or 13 of this Lease, then the terms of such Article 11 or 13
, as the case may be,
shall govern Tenant’s right to abate Rent and the terms of this Section 19.6 shall not be applicable thereto.
ARTICLE 20
RIGHTS RESERVED TO LANDLORD
In addition to any and all other rights reserved by Landlord hereunder, Landlord may exercise at any time any of the following rights
respecting the operation of the Project without liability to Tenant of any kind; provided, however, that Landlord shall not, however, exercise any
of the following rights if the same would constitute a breach of any of Landlord’
s obligations or other covenants contained in this Lease, or in
such manner as (a) would unreasonably interfere with Tenant’
s use of, access to, or parking at the Premises or (b) materially increases the
obligations or decreases the rights of Tenant under this Lease:
20.1 Preparation for Reoccupancy .
To decorate, remodel, repair, alter or otherwise prepare the Premises (or any Building) for
reoccupancy at any time after Tenant permanently vacates the Premises (or any Building), without relieving Tenant of any obligation to pay
Rent.
20.2 Use of Lockbox .
To designate a lockbox collection agent for collections of amounts due Landlord. In that case, the date of
payment of Rent or other sums shall be the date of the agent’
s receipt of such payment or the date of actual collection if payment is made in the
form of a negotiable instrument thereafter dishonored upon presentment. However, if the applicable payment is not payment in full for the
corresponding obligation, Landlord may reject any payment for all purposes as of the date of receipt or actual collection by mailing to Tenant
within a reasonable time after such receipt or collection a check equal to the amount sent by Tenant.
20.3 Repairs and Alterations . To perform the repairs of Landlord required pursuant to Section 7.2
or elsewhere in this Lease and,
in doing so, to transport any required material through the Project, to temporarily close entrances or other facilities in the Project, or to
temporarily suspend use of Exterior Areas as reasonably necessary for such repair work. Landlord may perform any such repairs during ordinary
business hours, except that Tenant may require any work in the Buildings to be done after business hours if Tenant pays Landlord for overtime
and any other expenses incurred. Landlord may do or permit any work on any nearby building, land, street, alley or way.
[*****] Certain portions denoted with an asterisk have been omitted and filed separately with the Securities and Exchange
Commission. Confidential treatment has been requested with respect to the omitted portions.
31