Common use of Contraction Right Clause in Contracts

Contraction Right. E of the First Amendment to Lease Contraction Option shall be amended and restated in its entirety as follows: Tenant shall have an ongoing right (the “Contraction Right”) to elect to reduce by up to an aggregate of two (2) full floors of Office Space leased by Tenant pursuant to the Lease at any time or times during the period February 1, 2015 through January 31, 2022, provided that Tenant contract in minimum increments of all of its space on an east or west tower. Tenant shall have the right to choose which tower or towers will be subject to contraction, provided that Tenant shall have no right to contract on the 14th floor of the Building. That part of the Office Space eliminated from the Lease as a result of Tenant’s exercise, from time to time, of the Contraction Right shall be referred to herein as the “Eliminated Space” and shall be determined as set forth on Exhibit “B” attached hereto. Each time Tenant desires to exercise this Contraction Right, Tenant shall provide to Landlord at least six (6) months prior written notice (the “Contraction Notice”) and shall pay to Landlord an amount equal to the “Contraction Fee,” as defined below, at the time such Eliminated Space is vacated by Tenant. As used herein, the term “Contraction Fee” shall be the sum of (i) $7.25 per rentable square feet of Eliminated Space (as specified in the Contraction Notice and consistent with Exhibit “B”), plus (ii) the amount of “Unamortized TI,” as defined below, attributable to that portion of the Eliminated Space which is Expansion Space, plus (iii) the amount of “Unrecouped Commission,” as defined below, attributable to that portion of the Eliminated Space. The “Unamortized TI” shall be an amount, as of the date Tenant vacates the Eliminated Space, equal to the remaining unamortized balance of the Tenant Improvement Allowance attributable to that portion of the Eliminated Space which is Expansion Space, as set forth in Section 6 above, when amortized, using a 6% per annum interest rate, over the period from the TCD for the Expansion Space through January 31, 2020. Within thirty (30) days of the TCD, the parties shall prepare, attach and incorporate into this Second Amendment a new, mutually satisfactory Exhibit “D” which will show the amortization schedule for the Unamortized TI. The “Unrecouped Commission” shall be an amount, as of the date Tenant vacates the Eliminated Space, equal to the remaining unrecouped balance of the leasing commissions attributable to the Expansion Space payable with respect to the Eliminated Space, when allocated on a straight line basis over the period from the TCD through January 31, 2020. Within thirty (30) days of the TCD, the parties shall prepare, attach and incorporate into this Second Amendment a new, mutually satisfactory Exhibit “D” which will show the amortization schedule for the Unrecouped Commission. Landlord shall pay all commissions that may be owing as a result of the execution of this Second Amendment and shall indemnify and hold Tenant harmless therefrom.

Contraction Right. E The Tenant shall, without having to pay any compensation to the Landlord, have rights to surrender certain parts of the First Amendment Premises not exceeding 20,000 square feet in area in total (hereinafter referred to Lease Contraction Option shall be amended and restated in its entirety as follows: Tenant shall have an ongoing right (“the “Contraction RightVacated Area”) prior to elect to reduce by up to an aggregate the termination or expiry of the term granted under the Sub-Lease Agreement PROVIDED ALWAYS: 1) Except as provided below, such rights can only be exercised twice upon full completion of a minimum of two (2) full floors years from the commencement date of Office Space leased by the Sublease Agreement; 2) Tenant pursuant shall serve a written notice of its intention to surrender the specific area to the Lease at any time Landlord, of not less than nine (9) months prior to the Surrender Date (for avoidance of doubt, the earliest Surrender Date shall be 1 December 2012 and this shall be effective till the Expiry Date); 3) In addition, Tenant may exercise such rights no more than two (2) times in the first two (2) years. In the event the Tenant surrenders the Vacated Area within the first two (2) years of the lease, the Tenant shall: (i) Seek a replacement subtenant for the Vacated Area to take up the lease for the remaining term or times during the period February 1, 2015 through January 31, 2022, provided that Tenant contract in minimum increments of all of its space on an east or west towerlonger period. Tenant Such replacement subtenant shall have the right to choose which tower or towers will be subject to contractionthe Landlord’s final approval, provided that Tenant which shall have no right not be unreasonably withheld or delayed, and the relevant authorities’ approvals; (ii) Continue to contract on pay Landlord Rent and Air-Conditioning Charges for the 14th floor area surrendered until one (1) day before the rent commencement date of the Buildingreplacement subtenant; (iii) Compensate the Landlord for the difference in Rent, for the area(s) surrendered, if the Rent payable by the replacement subtenant(s) is lower than the Rent paid by the Tenant here. That part of the Office Space eliminated from the Lease as a result of Tenant’s exercise, from time to time, of the Contraction Right This compensation shall be referred to herein as the “Eliminated Space” calculated until 1 December 2012 and shall be determined as set forth paid to the Landlord on Exhibit “B” attached heretoor before the surrender date; (iv) All fees, costs and expenses (including but not limited to agent’s fees) incurred in seeking a replacement subtenant shall be borne fully by the Tenant; and (v) Yield up and surrender the Vacated Area in full compliance with Clause 17.5 and all other relevant clauses (which shall be read and construed with the necessary modifications in respect of the surrender of the Vacated Area only) under this Agreement; 4) For the avoidance of doubt, total area that may be surrendered for the entire duration of the term of this Sublease shall not exceed 20,000 square feet. Each time Once the Tenant desires has exercised their rights to exercise this Contraction Rightsurrender, notwithstanding the area is less than the maximum square feet allowed, the Tenant shall forfeit its rights to surrender the balance area allowed; 5) On the Surrender Date, Tenant shall provide to Landlord at least six yield up and surrender the Vacated Area in full compliance with Clause 17.5 and all other relevant clauses (which shall be read and construed with the necessary modifications in respect of the surrender of the Vacated Area only) under this Agreement; 6) months prior written notice (the “Contraction Notice”) and The Tenant shall pay or reimburse the Landlord for all disbursements, stamp duties, and reasonable out-of pocket costs incurred in connection with the preparation and completion of legal documentation for the surrender; and 7) The Tenant shall not be entitled to Landlord an amount equal to the “Contraction Fee,” as defined below, at the time such Eliminated Space is vacated by Tenant. As used herein, the term “Contraction Fee” shall be the sum any refund or adjustment of (i) $7.25 per rentable square feet its apportionment of Eliminated Space (as specified property tax or other value added taxes in the Contraction Notice and consistent with Exhibit “B”), plus (ii) the amount of “Unamortized TI,” as defined below, attributable to that portion respect of the Eliminated Space which is Expansion Space, plus (iii) the amount of “Unrecouped Commission,” as defined below, attributable to that portion of the Eliminated Space. The “Unamortized TI” shall be an amount, as of the date Tenant vacates the Eliminated Space, equal to the remaining unamortized balance of the Tenant Improvement Allowance attributable to that portion of the Eliminated Space which is Expansion Space, as set forth in Section 6 above, when amortized, using a 6% per annum interest rate, over the period from the TCD for the Expansion Space through January 31, 2020. Within thirty (30) days of the TCD, the parties shall prepare, attach and incorporate into this Second Amendment a new, mutually satisfactory Exhibit “D” which will show the amortization schedule for the Unamortized TI. The “Unrecouped Commission” shall be an amount, as of the date Tenant vacates the Eliminated Space, equal to the remaining unrecouped balance of the leasing commissions attributable to the Expansion Space payable with respect to the Eliminated Space, when allocated on a straight line basis over the period from the TCD through January 31, 2020. Within thirty (30) days of the TCD, the parties shall prepare, attach and incorporate into this Second Amendment a new, mutually satisfactory Exhibit “D” which will show the amortization schedule for the Unrecouped Commission. Landlord shall pay all commissions that may be owing as a result of the execution of this Second Amendment and shall indemnify and hold Tenant harmless therefromPremises.

Contraction Right. E 4.3.1 Provided Tenant is not then in default beyond any applicable notice and cure periods under the terms of the First Amendment to Lease Contraction Option shall be amended and restated in its entirety as follows: this Lease, beginning on [***], Tenant shall have an ongoing a one-time right (the “First Contraction Right”) to elect release back to reduce Landlord either (a) [***] percent ([***]%) of the Demised Premises, or (b) [***] ([***]) [***] of the Demised Premises, provided, however, that if Tenant elects to release [***] percent ([***]%) of the Demised Premises, the Contraction Space (as hereinafter defined) Subject to a request for confidential treatment, certain portions of this agreement have been intentionally omitted. The omitted portions subject to the confidential treatment request are designated by up three asterisks [***]. A complete version of this agreement has been separately filed with the Securities and Exchange Commission. shall be in a configuration that leaves Landlord with space considered by Landlord to an aggregate be reasonably leasable. Tenant shall deliver to Landlord prior written notice of two Tenant’s intent to contract the Demised Premises, and such contraction shall become effective on the date that is [***] (2) full floors [***])[***] after Tenant’s delivery of Office Space leased by Tenant such notice. 4.3.2 Subject to the same terms and conditions as set forth in Article 4.3.1 above and provided the Net Rentable Area of the Building, as finally determined pursuant to Article 2.2 hereof, is at least [***] percent ([***]%) of [***] beginning on the Lease at any [***], Tenant shall again have a one-time right (the “Second Contraction Right”) to release back to Landlord either (a) [***] percent ([***]%) of the Demised Premises, or times during (b) [***] ([***])[***] of the period February 1Demised Premises, 2015 through January 31provided, 2022however, provided that if Tenant elects to release [***] percent ([***]%) of the Demised Premises, the Contraction Space shall be in a configuration that leaves Landlord with space considered by Landlord to be reasonably leasable. Notwithstanding the foregoing, in the event that Tenant contract in minimum increments does not exercise its First Contraction Right and the Net Rentable Area of all the Building, as finally determined pursuant to Article 2.2 hereof, is at least [***] percent ([***]%) of [***], as a part of its space on an east or west tower. Second Contraction Right, Tenant shall have the right to choose release back to Landlord either (a) [***] percent ([***]%) of the Demised Premises, or (b) [***] ([***]) [***] of the Demised Premises; provided, however, that if Tenant elects to release [***] percent ([***]%) of the Demised Premises, the Contraction Space shall be in a configuration that leaves Landlord with space considered by Landlord to be reasonably leasable. 4.3.3 Any such released space shall be deemed “Contraction Space” for purposes hereof. Promptly after receipt of Tenant’s notice of exercise of either the First Contraction Right or the Second Contraction Right, Landlord shall prepare, or cause to be prepared, and submit to Tenant preliminary plans for the construction of the demising walls and other necessary improvements consistent herewith, which tower preliminary plans shall include a proposed schedule for such construction. Within ten (10) business days after receipt of such preliminary plans, Tenant will either approve the same in writing or towers notify Landlord in writing of Tenant’s commercially reasonable objections. Upon receipt of Tenant’s notice of objections, Landlord will prepare or cause to be prepared revised preliminary plans to address such objections as Landlord deems commercially reasonable, and Landlord shall submit the revised preliminary plans to Tenant. Upon submittal to Tenant of the revised preliminary plans, and upon submittal of any further revisions, the procedures described above will be repeated until the preliminary plans are approved by Tenant. If the parties do not resolve such objections within thirty (30) business days from the date of Tenant’s initial receipt of the preliminary plans, the parties hereto agree to submit their dispute to non-binding mediation. If Tenant does not respond to Landlord in writing within any such ten (10) business day period, the preliminary plans for the proposed construction shall be deemed approved by Tenant. All costs and expenses for the preparation of such plans and for the construction in accordance therewith shall be included in Operating Expenses (solely chargeable to Tenant). In addition, such construction referenced in this Article 4.3.3 shall not avail Tenant of any abatement of Rent as provided in Article 15 hereof, provided such Subject to a request for confidential treatment, certain portions of this agreement have been intentionally omitted. The omitted portions subject to the confidential treatment request are designated by three asterisks [***]. A complete version of this agreement has been separately filed with the Securities and Exchange Commission. plans are adhered to, subject to Excusable Delays and Tenant Delays. The Contraction Space shall be measured and calculated by Landlord using BOMA Z65.1 1996 standards (such reasonable fee to be included in Operating Expenses) for measuring office space and shall be subject to contraction, provided that Tenant shall have no right to contract on verification by Tenant’s Architect. 4.3.4 Upon the 14th floor effective date of the Building. That part release of the Office Space eliminated from the Lease as a result of Tenant’s exercise, from time to time, of the such Contraction Right shall be referred to herein as the “Eliminated Space” and shall be determined as set forth on Exhibit “B” attached hereto. Each time Tenant desires to exercise this Contraction Right, Tenant shall provide to Landlord at least six (6) months prior written notice (the “Contraction Notice”) and shall pay to Landlord an amount equal to [***] (including [***] and any [***]) attributable to the “Contraction Fee,” as defined belowSpace and brokerage commissions paid by Landlord on account of this Lease proportionate to such Contraction Space ([***] percent [***]%). Tenant shall also be responsible for all [***] in connection with such contraction. 4.3.5 In the event that Tenant elects to exercise either the First Contraction Right or the Second Contraction Right, at Landlord and Tenant shall promptly execute an amendment to this Lease confirming same. Such amendment shall confirm the time such Eliminated Space is vacated by Tenant. As used herein, the term “Contraction Fee” shall be the sum of (i) $7.25 per rentable total square feet of Eliminated the Net Rentable Area within the Demised Premises, the Base Rental and Tenant’s Forecast Additional Rental as adjusted to reflect the contraction of the Demised Premises. 4.3.6 In the event Tenant exercises either the First Contraction Right or Second Contraction Right, the selection by Landlord of office tenants to occupy the Contraction Space (shall be subject to the requirements of Articles 57.1.2 and 57.3, but shall not be subject to Tenant’s Approval so long as specified each such office tenant is reasonably considered to be of a quality consistent with other first-class tenants in Class “A” office buildings in downtown Richmond, Virginia. 4.3.7 Any reduction in the Contraction Notice and consistent with Exhibit “B”), plus (ii) the amount of “Unamortized TI,” as defined below, attributable to that portion of the Eliminated Space which is Expansion Space, plus (iii) the amount of “Unrecouped Commission,” as defined below, attributable to that portion of the Eliminated Space. The “Unamortized TI” Demised Premises shall be an amountdeemed to be reduced pursuant to either the First Contraction Right or the Second Contraction Right, as of the date Tenant vacates the Eliminated Spaceapplicable, equal and not pursuant to the remaining unamortized balance of the Tenant Improvement Allowance attributable to that portion of the Eliminated Space which is Expansion SpaceTenant’s early termination right provided in Article 4.2 hereof, as unless otherwise explicitly set forth by Tenant in Section 6 above, when amortized, using a 6% per annum interest rate, over the period from the TCD for the Expansion Space through January 31, 2020. Within thirty (30) days of the TCD, the parties shall prepare, attach and incorporate into this Second Amendment a new, mutually satisfactory Exhibit “D” which will show the amortization schedule for the Unamortized TI. The “Unrecouped Commission” shall be an amount, as of the date Tenant vacates the Eliminated Space, equal to the remaining unrecouped balance of the leasing commissions attributable to the Expansion Space payable with respect to the Eliminated Space, when allocated on a straight line basis over the period from the TCD through January 31, 2020. Within thirty (30) days of the TCD, the parties shall prepare, attach and incorporate into this Second Amendment a new, mutually satisfactory Exhibit “D” which will show the amortization schedule for the Unrecouped Commission. Landlord shall pay all commissions that may be owing as a result of the execution of this Second Amendment and shall indemnify and hold Tenant harmless therefromwriting.

Contraction Right. E 4.3.1 Provided Tenant is not then in default beyond any applicable notice and cure periods under the terms of the First Amendment to Lease Contraction Option shall be amended and restated in its entirety as follows: this Lease, beginning on [***], Tenant shall have an ongoing a one-time right (the “First Contraction Right”) to elect release back to reduce Landlord either (a) [***] percent ([***]%) of the Demised Premises, or (b) [***] ([***]) [***] of the Demised Premises, provided, however, that if Tenant elects to release [***] percent ([***]%) of the Demised Premises, the Contraction Space (as hereinafter defined) shall be in a configuration that leaves Landlord with space considered by up Landlord to an aggregate be reasonably leasable. Tenant shall deliver to Landlord prior written notice of two Tenant’s intent to contract the Demised Premises, and such contraction shall become effective on the date that is [***] (2) full floors [***])[***] after Tenant’s delivery of Office Space leased by Tenant such notice. 4.3.2 Subject to the same terms and conditions as set forth in Article 4.3.1 above and provided the Net Rentable Area of the Building, as finally determined pursuant to Article 2.2 hereof, is at least [***] percent ([***]%) of [***] beginning on the Lease at any [***], Tenant shall again have a one-time right (the “Second Contraction Right”) to release back to Landlord either (a) [***] percent ([***]%) of the Demised Premises, or times during (b) [***] ([***])[***] of the period February 1Demised Premises, 2015 through January 31provided, 2022however, provided that if Tenant elects to release [***] percent ([***]%) of the Demised Premises, the Contraction Space shall be in a configuration that leaves Landlord with space considered by Landlord to be reasonably leasable. Notwithstanding the foregoing, in the event that Tenant contract in minimum increments does not exercise its First Contraction Right and the Net Rentable Area of all the Building, as finally determined pursuant to Article 2.2 hereof, is at least [***] percent ([***]%) of [***], as a part of its space on an east or west tower. Second Contraction Right, Tenant shall have the right to choose release back to Landlord either (a) [***] percent ([***]%) of the Demised Premises, or (b) [***] ([***]) [***] of the Demised Premises; provided, however, that if Tenant elects to release [***] percent ([***]%) of the Demised Premises, the Contraction Space shall be in a configuration that leaves Landlord with space considered by Landlord to be reasonably leasable. 4.3.3 Any such released space shall be deemed “Contraction Space” for purposes hereof. Promptly after receipt of Tenant’s notice of exercise of either the First Contraction Right or the Second Contraction Right, Landlord shall prepare, or cause to be prepared, and submit to Tenant preliminary plans for the construction of the demising walls and other necessary improvements consistent herewith, which tower preliminary plans shall include a proposed schedule for such construction. Within ten (10) business days after receipt of such preliminary plans, Tenant will either approve the same in writing or towers notify Landlord in writing of Tenant’s commercially reasonable objections. Upon receipt of Tenant’s notice of objections, Landlord will prepare or cause to be prepared revised preliminary plans to address such objections as Landlord deems commercially reasonable, and Landlord shall submit the revised preliminary plans to Tenant. Upon submittal to Tenant of the revised preliminary plans, and upon submittal of any further revisions, the procedures described above will be repeated until the preliminary plans are approved by Tenant. If the parties do not resolve such objections within thirty (30) business days from the date of Tenant’s initial receipt of the preliminary plans, the parties hereto agree to submit their dispute to non-binding mediation. If Tenant does not respond to Landlord in writing within any such ten (10) business day period, the preliminary plans for the proposed construction shall be deemed approved by Tenant. All costs and expenses for the preparation of such plans and for the construction in accordance therewith shall be included in Operating Expenses (solely chargeable to Tenant). In addition, such construction referenced in this Article 4.3.3 shall not avail Tenant of any abatement of Rent as provided in Article 15 hereof, provided such plans are adhered to, subject to Excusable Delays and Tenant Delays. The Contraction Space shall be measured and calculated by Landlord using BOMA Z65.1 1996 standards (such reasonable fee to be included in Operating Expenses) for measuring office space and shall be subject to contraction, provided that Tenant shall have no right to contract on verification by Tenant’s Architect. 4.3.4 Upon the 14th floor effective date of the Building. That part release of the Office Space eliminated from the Lease as a result of Tenant’s exercise, from time to time, of the such Contraction Right shall be referred to herein as the “Eliminated Space” and shall be determined as set forth on Exhibit “B” attached hereto. Each time Tenant desires to exercise this Contraction Right, Tenant shall provide to Landlord at least six (6) months prior written notice (the “Contraction Notice”) and shall pay to Landlord an amount equal to [***] (including [***] and any [***]) attributable to the “Contraction Fee,” as defined belowSpace and brokerage commissions paid by Landlord on account of this Lease proportionate to such Contraction Space ([***] percent [***]%). Tenant shall also be responsible for all [***] in connection with such contraction. 4.3.5 In the event that Tenant elects to exercise either the First Contraction Right or the Second Contraction Right, at Landlord and Tenant shall promptly execute an amendment to this Lease confirming same. Such amendment shall confirm the time such Eliminated Space is vacated by Tenant. As used herein, the term “Contraction Fee” shall be the sum of (i) $7.25 per rentable total square feet of Eliminated the Net Rentable Area within the Demised Premises, the Base Rental and Tenant’s Forecast Additional Rental as adjusted to reflect the contraction of the Demised Premises. 4.3.6 In the event Tenant exercises either the First Contraction Right or Second Contraction Right, the selection by Landlord of office tenants to occupy the Contraction Space (shall be subject to the requirements of Articles 57.1.2 and 57.3, but shall not be subject to Tenant’s Approval so long as specified each such office tenant is reasonably considered to be of a quality consistent with other first-class tenants in Class “A” office buildings in downtown Richmond, Virginia. 4.3.7 Any reduction in the Contraction Notice and consistent with Exhibit “B”), plus (ii) the amount of “Unamortized TI,” as defined below, attributable to that portion of the Eliminated Space which is Expansion Space, plus (iii) the amount of “Unrecouped Commission,” as defined below, attributable to that portion of the Eliminated Space. The “Unamortized TI” Demised Premises shall be an amountdeemed to be reduced pursuant to either the First Contraction Right or the Second Contraction Right, as of the date Tenant vacates the Eliminated Spaceapplicable, equal and not pursuant to the remaining unamortized balance of the Tenant Improvement Allowance attributable to that portion of the Eliminated Space which is Expansion SpaceTenant’s early termination right provided in Article 4.2 hereof, as unless otherwise explicitly set forth by Tenant in Section 6 above, when amortized, using a 6% per annum interest rate, over the period from the TCD for the Expansion Space through January 31, 2020. Within thirty (30) days of the TCD, the parties shall prepare, attach and incorporate into this Second Amendment a new, mutually satisfactory Exhibit “D” which will show the amortization schedule for the Unamortized TI. The “Unrecouped Commission” shall be an amount, as of the date Tenant vacates the Eliminated Space, equal to the remaining unrecouped balance of the leasing commissions attributable to the Expansion Space payable with respect to the Eliminated Space, when allocated on a straight line basis over the period from the TCD through January 31, 2020. Within thirty (30) days of the TCD, the parties shall prepare, attach and incorporate into this Second Amendment a new, mutually satisfactory Exhibit “D” which will show the amortization schedule for the Unrecouped Commission. Landlord shall pay all commissions that may be owing as a result of the execution of this Second Amendment and shall indemnify and hold Tenant harmless therefromwriting.

Contraction Right. E of the First Amendment to Lease Contraction Option shall be amended and restated in its entirety as follows: (1) Tenant shall have the one-time right to elect to reduce the size of the Premises (“Tenant’s Contraction Right”). Tenant must notify Landlord, in writing, of Tenant’s election to reduce the size of the Premises no later than nine (9) months following the Commencement Date (“Tenant’s Contraction Notice”) subject to Force Majeure delays during the first seven (7) months following the Commencement Date. In Tenant’s Contraction Notice, Tenant shall identify the approximate amount of Rentable Area of the original Premises that Tenant wishes to relinquish, but in no event shall said portion of the Premises constitute greater than fifty percent (50%) of the Rentable Area of the original Premises as of the Commencement Date. The specific size and demising of the portion of space to be relinquished by Tenant shall be acceptable to Landlord in Landlord’s commercially-reasonable discretion in good faith cooperation with Tenant, it being reasonable for Landlord to consider, among other things, the layout of the multi-tenant corridor necessary to connect the two Building exit stairs, and the lease-ability of the portion of space being relinquished as an ongoing right independent suite to third-party tenants. The portion of the original Premises to be so deleted from the Premises shall be referred to as the “Contraction Space”. Upon final determination of the Contraction Space pursuant to the above, Landlord shall promptly design and construct the necessary demising wall(s) and common area corridor pursuant to designs prepared by Landlord and reasonably approved by Tenant (the “Contraction RightConstruction Work”) to elect to reduce by up to an aggregate of two (2) full floors of Office Space leased by Tenant pursuant to the Lease at any time or times during the period February 1, 2015 through January 31, 2022, provided that Tenant contract in minimum increments of all of its space on an east or west tower). Tenant shall have the right to choose which tower or towers will be subject to contraction, provided that Tenant shall have no right to contract on the 14th floor reimburse Landlord (as additional Rent under this Lease) for a portion of the Building. That part of the Office Space eliminated from the Lease as a result of Tenant’s exercise, from time to time, cost of the Contraction Right Construction Work, which portion shall be referred equal to herein as such cost, multiplied by the “Eliminated Space” and shall be determined as set forth on Exhibit “B” attached hereto. Each time Tenant desires ratio of the Rentable Area of the Premises following deletion of the Contraction Space to exercise this Contraction Right, Tenant shall provide to Landlord at least six (6) months prior written notice the Rentable Area of the original Premises (the “Contraction NoticeConstruction Cost Reimbursement”). To the extent any of the Tenant Improvement Allowance (as reduced pursuant to Section 2.1(c)(2) below) remains as of the date Landlord has determined the Contraction Construction Cost Reimbursement, Tenant may apply any unused portion of the Tenant Improvement Allowance towards the Contraction Construction Cost Reimbursement. Upon the later to occur of: (A) twelve (12) months following the Commencement Date and (B) full completion of Contraction Construction Work, the Contraction Space shall be deleted from the Premises and Monthly Base Rent, Tenant’s Share and the amount of the Tenant Improvement Allowance shall be adjusted proportionately to reflect the deduction of the Contraction Space from the Premises, and Landlord shall prepare an amendment (the “5980 Xxxxxx Contraction Amendment”) documenting same. Tenant shall execute and shall pay return the 5980 Contraction Amendment to Landlord within fifteen (15) days after mutual agreement to the terms thereof. (2) In the event Tenant elects Tenant’s Contraction Right, the amount of the Tenant Improvement Allowance shall be reduced proportionately (by an amount equal to the “ratio of the Rentable Area of the Premises following deletion of the Contraction Fee,” as defined below, at Space to the time such Eliminated Space is vacated by Rentable Area of the original Premises) to reflect the reduction in rentable square footage of the Premises. (3) In the event Tenant has elected Tenant. As used herein’s Contraction Right, the term “Contraction Fee” range of amount of Required Expansion Space shall be fifty percent (50%) of the sum range applicable if Tenant has not elected Tenant’s Contraction Right, meaning that, in the event Tenant has elected Tenant’s Contraction Right, the text of (iSection 2.1(d)(1)(i) $7.25 per shall be deleted and replaced with: “not less than 10,000 and not more than 17,500 rentable square feet of Eliminated Space (as specified in the Contraction Notice and consistent with Exhibit “Bfeet,”), plus (ii) the amount of “Unamortized TI,” as defined below, attributable to that portion of the Eliminated Space which is Expansion Space, plus (iii) the amount of “Unrecouped Commission,” as defined below, attributable to that portion of the Eliminated Space. The “Unamortized TI” shall be an amount, as of the date Tenant vacates the Eliminated Space, equal to the remaining unamortized balance of the Tenant Improvement Allowance attributable to that portion of the Eliminated Space which is Expansion Space, as set forth in Section 6 above, when amortized, using a 6% per annum interest rate, over the period from the TCD for the Expansion Space through January 31, 2020. Within thirty (30) days of the TCD, the parties shall prepare, attach and incorporate into this Second Amendment a new, mutually satisfactory Exhibit “D” which will show the amortization schedule for the Unamortized TI. The “Unrecouped Commission” shall be an amount, as of the date Tenant vacates the Eliminated Space, equal to the remaining unrecouped balance of the leasing commissions attributable to the Expansion Space payable with respect to the Eliminated Space, when allocated on a straight line basis over the period from the TCD through January 31, 2020. Within thirty (30) days of the TCD, the parties shall prepare, attach and incorporate into this Second Amendment a new, mutually satisfactory Exhibit “D” which will show the amortization schedule for the Unrecouped Commission. Landlord shall pay all commissions that may be owing as a result of the execution of this Second Amendment and shall indemnify and hold Tenant harmless therefrom.