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<br />Leased Premises, or any portion thereof, on the basis of race, color, religion, creed, sex, sexual
<br />orientation, disability, marital status, ancestry, or national origin of any person. Lessee
<br />covenants for itself and all persons claiming under or through it, and this Ground Lease is made
<br />and accepted upon and subject to the condition that there shall be no discrimination against or
<br />segregation of any person or group of persons on account of any basis listed in subdivision (a) or
<br />(d) of Section 12955 of the Government Code, as those bases are defined in Sections 12926,
<br />12926.1, subdivision (m) and paragraph (1) of subdivision (p) of Section 12955, and Section
<br />12955.2 of the Government Code, in the sale, lease, sublease, transfer, use, occupancy, tenure or
<br />enjoyment of the Leased Premises or part thereof, nor shall Lessee or any person claiming under
<br />or through Lessee establish or permit any such practice or practices of discrimination or
<br />segregation with reference to the selection, location, number, use or occupancy of tenants,
<br />lessees, subtenants, sublessees or vendees in, of, or for the Leased Premises or part thereof.
<br />Lessee shall include such similar provision in all leases and rental agreements affecting the
<br />Leased Premises or part thereof, and shall enforce the same diligently and in good faith.
<br />
<br />ARTICLE 7.
<br />ASSIGNMENT AND TRANSFER
<br />Section 7.1 Procedure for Assignment and Transfer. The qualifications and
<br />identity of Lessee are of particular concern to Lessor. It is because of those qualifications and
<br />identity that Lessor has entered into this Ground Lease with Lessee. Except as otherwise
<br />provided below, during the Term of this Ground Lease, (a) no voluntary or involuntary successor
<br />in interest of Lessee shall acquire any rights or powers under this Ground Lease, and (b) Lessee
<br />shall not make any total or partial sale, transfer, conveyance, assignment, sublease, or
<br />subdivision of the whole or any part of the Leased Premises or the Improvements thereon,
<br />without the prior written approval of Lessor, except as expressly permitted below. Lessor’s
<br />consent shall not be unreasonably withheld, conditioned or delayed. With respect to a proposed
<br />Transfer of the Property, Lessee’s request for approval shall be accompanied by sufficient
<br />evidence regarding the proposed transferee's ability to operate and manage a project of this size,
<br />in sufficient detail to enable Lessor to evaluate the proposed transferee pursuant to the criteria set
<br />forth in this Section 7.1 and as reasonably determined by Lessor. Lessor shall evaluate each
<br />proposed transferee on the basis of the respective qualifications set forth above, and may
<br />reasonably disapprove any proposed transferee, during the period for which this Section 7.1
<br />applies, which Lessor reasonably determines does not possess these qualifications. A sublease or
<br />an assignment and assumption agreement in form reasonably satisfactory to Lessor shall also be
<br />required for all proposed Transfers. Should Lessor consent to a Transfer, (i) such consent shall
<br />not constitute a waiver of any of the restrictions or prohibitions of this Ground Lease, including
<br />any then-existing default or breach, and such restrictions or prohibitions shall apply to each
<br />successive Transfer, and (ii) such Transfer shall relieve the transferring Lessee of its liability
<br />under this Ground Lease and such transferring Lessee shall be released from performance of any
<br />of the terms, covenants and conditions of this Ground Lease upon such Transfer, and thereafter
<br />the assignee Lessee shall be liable under this Ground Lease, provided that the assigning Lessee
<br />shall retain all indemnification obligations pursuant to this Ground Lease, and shall remain
<br />responsible for any obligations hereunder which arose prior to the effective date of the
<br />assignment and assumption agreement. As used herein, “Permitted Transferee” means a person
<br />DocuSign Envelope ID: 6E2EA799-6D74-41E3-B3EE-3CD67DC0ACD0
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