Common use of Letter of Credit Reduction Conditions Clause in Contracts

Letter of Credit Reduction Conditions. If Tenant is allowed to reduce the L-C Amount pursuant to the TCCs of this Section 21.9, then Landlord shall reasonably cooperate with Tenant in order to effectuate such reduction. For purposes of this Section 21.9, the “L-C Reduction Conditions” shall mean that Tenant is not then in default under this Lease, and both of the following conditions are satisfied, as demonstrated by Tenant’s most recent year-end annual financial reports prepared and certified by an independent certified public accountant and delivered to Landlord: (i) Tenant has at least $200,000,000.00 of unrestricted cash on Tenant’s balance sheet, and (ii) Tenant has maintained an EBITDA of at least $25,000,000.00 for each of the previous four (4) consecutive financial quarters. For purposes of this Section 21.9.3 “EBITDA,” shall mean Tenant’s Earnings Before Interest, Taxes, Depreciation and Amortization, determined in accordance with generally accepted accounting practices, consistently applied (“GAAP”). In the event Tenant fails to deliver to Landlord evidence reasonably satisfactory to Landlord demonstrating the Tenant satisfies the L-C Reduction Conditions (as modified by Section 21.9.2, if applicable) prior to the applicable Reduction Date, or if Tenant fails to deliver a certificate of amendment to the existing L-C as required by this Section 21.9, then the L-C Amount shall not be reduced upon such applicable Reduction Date, but the TCCs of this Section 21.9 shall remain effective, provided that (subject to Section 21.9.1 above) any scheduled reductions in the L-C Amount shall take place immediately after such L-C Reduction Conditions (as modified by Section 21.9.2, if applicable) are satisfied (provided that no such reductions shall be permitted in the event this Lease is terminated early as a result of a Tenant default under Article 19 of this Lease). Landlord shall exercise commercially reasonable efforts to keep all such information provided to Landlord under the preceding sentence confidential, pursuant to the TCCs of Section 29.28 below and subject to a commercially reasonable confidentiality agreement.

Letter of Credit Reduction Conditions. If Tenant is allowed to reduce the L-C Amount pursuant to the TCCs terms of this Section 21.921.7, then Landlord shall reasonably cooperate with Tenant in order to effectuate such reduction. For purposes of this Section 21.921.7, the “L-C Reduction Conditions” shall mean that Tenant is not then in default Default under this Lease, and both either of the following conditions are is satisfied, as demonstrated demonstrated, in the case of item (i) below, by Tenant’s most recent year-end annual financial reports prepared and certified by an independent certified public accountant and delivered to LandlordLandlord within one hundred fifty (150) days following the end of the financial year in question: (i) Tenant has (A) a positive “net operating cashflow” (defined below) of at least Seventy-Five Million and 00/100 Dollars ($200,000,000.00 75,000,000.00) and (B) a Tangible Net Worth of unrestricted cash on Tenant’s balance sheet, at least One Hundred Million and 00/100 Dollars or (ii) Tenant has maintained an EBITDA initial public offering of at least Tenant’s stock on a national public exchange with an “equity market capitalization” of greater than Eight Billion and 00/100 Dollars ($25,000,000.00 for each of the previous four (4) consecutive financial quarters8,000,000,000.00). For purposes of this Section 21.9.3 21.7.3, “EBITDA,net operating cashflow” shall mean cash flow from operating activities as stated in Tenant’s Earnings Before Interestaudited Financials, Taxes, Depreciation and Amortization, as determined in accordance with by generally accepted accounting practicesprinciples, consistently applied (“GAAP”)less dividends. In the event Tenant fails to deliver to Landlord evidence reasonably satisfactory to Landlord demonstrating the Tenant satisfies the L-C Reduction Conditions (as modified by Section 21.9.2, if applicable) prior to the applicable Reduction Date, or if Tenant fails to deliver a certificate of amendment to the existing L-C as required by this Section 21.921.7, then the L-C Amount shall not be reduced upon such applicable Reduction Date, but the TCCs terms of this Section 21.9 21.7 shall remain effective, provided that (subject to Section 21.9.1 above) any scheduled reductions in effective and the L-C Amount shall take place immediately after thereafter be reduced, to the amount applicable to such Reduction Date (which reductions would be retroactive, and cumulative), on the date Tenant delivers to Landlord evidence reasonably satisfactory to Landlord demonstrating that Tenant has, once again, satisfied the L-C Reduction Conditions (as modified by Section 21.9.2, if applicable) are satisfied (provided that no such reductions shall be permitted in the event this Lease is terminated early as a result of a Tenant default under Article 19 Default) for a period of this Leaseat least eight (8) calendar quarters. After Tenant has met the Letter of Credit Reduction Conditions set forth in item (A). , above, but not item (B), above, upon request, Landlord shall exercise commercially reasonable efforts have the right to keep all such information inspect, at Tenant’s offices in San Francisco, California, Tenant’s current quarterly financial reports, provided that any reports made available to Landlord under the preceding sentence confidentialshall be certified as true and correct by Tenant’s chief financial officer, pursuant to the TCCs of Section 29.28 below and subject to at a commercially reasonable confidentiality agreementminimum shall include an income statement, balance sheet and cash flow, and applicable notes thereto.

Letter of Credit Reduction Conditions. If Tenant is allowed to reduce the L-C Amount pursuant to the TCCs terms of this Section 21.921.7, then Landlord shall reasonably cooperate with Tenant in order to effectuate such reduction. For purposes of this Section 21.921.7, the “"L-C Reduction Conditions” " shall mean that Tenant is not then in default Default under this Lease, and both either of the following conditions are is satisfied, as demonstrated demonstrated, in the case of item (i) below, by Tenant’s 's most recent year-end annual financial reports prepared and certified by an independent certified public accountant and delivered to LandlordLandlord within one hundred fifty (150) days following the end of the financial year in question: (i) Tenant has (A) a positive "net operating cashflow" (defined below) of at least One Hundred Million and 00/100 Dollars ($200,000,000.00 100,000,000.00) and (B) a Tangible Net Worth of unrestricted cash on Tenant’s balance sheet, at least One Hundred Million and 00/100 Dollars ($100,000,000.00) or (ii) Tenant has maintained an EBITDA initial public offering of at least Tenant's stock on a national public exchange with an "equity market capitalization" of greater than Eight Billion and 00/100 Dollars ($25,000,000.00 for each of the previous four (4) consecutive financial quarters8,000,000,000.00). For purposes of this Section 21.9.3 “EBITDA,” 21.7.3, "net operating cashflow" shall mean cash flow from operating activities as stated in Tenant’s Earnings Before Interest's audited financials, Taxes, Depreciation and Amortization, as determined in accordance with by generally accepted accounting practicesprinciples, consistently applied (“GAAP”)less dividends. In the event Tenant fails to deliver to Landlord evidence reasonably satisfactory to Landlord demonstrating the Tenant satisfies the L-C Reduction Conditions (as modified by Section 21.9.2, if applicable) prior to the applicable Reduction Date, or if Tenant fails to deliver a certificate of amendment to the existing L-C as required by this Section 21.921.7, then the L-C Amount shall not be reduced upon such applicable Reduction Date, but the TCCs terms of this Section 21.9 21.7 shall remain effective, provided that (subject to Section 21.9.1 above) any scheduled reductions in effective and the L-C Amount shall take place immediately after thereafter be reduced, to the amount applicable to such Reduction Date (which reductions would be retroactive, and cumulative), on the date Tenant delivers to Landlord evidence reasonably satisfactory to Landlord demonstrating that Tenant has, once again, satisfied the L-C Reduction Conditions (as modified by Section 21.9.2, if applicable) are satisfied (provided that no such reductions shall be permitted in the event this Lease is terminated early as a result of a Tenant default under Article 19 Default) for a period of this Leaseat least eight (8) calendar quarters. After Tenant has met the Letter of Credit Reduction Conditions set forth in item (A). , above, but not item (B), above, upon request, Landlord shall exercise commercially reasonable efforts have the right to keep all such information inspect, at Tenant's offices in San Francisco, California, Tenant's current quarterly financial reports, provided that any reports made available to Landlord under the preceding sentence confidentialshall be certified as true and correct by Tenant's chief financial officer, pursuant to the TCCs of Section 29.28 below and subject to at a commercially reasonable confidentiality agreementminimum shall include an income statement, balance sheet and cash flow, and applicable notes thereto.

Letter of Credit Reduction Conditions. If Tenant is allowed to reduce the L-C Amount pursuant to the TCCs of this Section 21.921.7, then Landlord shall reasonably cooperate with Tenant in order to effectuate such reduction. For purposes of this Section 21.921.7, the “L-C Reduction Conditions” shall mean that Tenant is not then in default under this Lease, and both either of the following conditions are is satisfied, as demonstrated demonstrated, in the case of item (i) below, by Tenant’s most recent year-end annual financial reports prepared and certified by an independent certified public accountant and delivered to LandlordLandlord within one hundred fifty (150) days following the end of the financial year in question: (i) Tenant has (A) a positive net operating cashflow (defined hereinbelow) of at least Seventy-Five Million and 00/100 Dollars ($200,000,000.00 75,000,000.00) for a period of unrestricted cash on Tenant’s balance sheet, at least six (6) calendar quarters and (B) a Tangible Net Worth of at least One Hundred Million and 00/100 Dollars ($100,000,000.00) or (ii) Tenant has maintained an EBITDA initial public offering of at least Tenant’s stock on a national public exchange with an “equity market capitalization” of greater than Three Billion and 00/100 Dollars ($25,000,000.00 for each of the previous four (4) consecutive financial quarters3,000,000,000.00). For purposes of this Section 21.9.3 21.7.3, “EBITDA,net operating cashflow” shall mean cash flow from operating activities as stated in Tenant’s Earnings Before Interestaudited financials, Taxes, Depreciation and Amortization, as determined in accordance with by generally accepted accounting practicesprinciples, consistently applied (“GAAP”)less dividends. In the event Tenant fails to deliver to Landlord evidence reasonably satisfactory to Landlord demonstrating the Tenant satisfies the L-C Reduction Conditions (as modified by Section 21.9.2, if applicable) prior to the applicable Reduction Date, or if Tenant fails to deliver a certificate of amendment to the existing L-C as required by this Section 21.921.7, then the L-C Amount shall not be reduced upon such applicable Reduction Date, but the TCCs of this Section 21.9 21.7 shall remain effective, provided that (subject to Section 21.9.1 above) any scheduled reductions in effective and the L-C Amount shall take place immediately after thereafter be reduced, to the amount applicable to such Reduction Date (which reductions would be retroactive, and cumulative), on the date Tenant delivers to Landlord evidence reasonably satisfactory to Landlord demonstrating that Tenant has, once again, satisfied the L-C Reduction Conditions (as modified by Section 21.9.2, if applicable) are satisfied (provided that no such reductions shall be permitted in the event this Lease is terminated early as a result of a Tenant default under Article 19 of this Lease) for a period of at least six (6) calendar quarters. After Tenant has met the Letter of Credit Reduction Conditions set forth in item (A), above, but not item (B), above, upon request, Landlord shall have the right to inspect, at Tenant’s offices in Redwood City, California, Tenant’s current quarterly financial reports, provided that any reports made available to Landlord shall be certified as true and correct by Tenant’s chief financial officer, and at a minimum shall include an income statement, balance sheet and cash flow, and applicable notes thereto. Landlord shall exercise commercially reasonable efforts to keep all such information provided to Landlord under the preceding sentence confidential, pursuant to the TCCs of Section 29.28 below and subject to a commercially reasonable confidentiality agreementbelow.