Common use of Option Rights Clause in Contracts

Option Rights. Landlord hereby grants Tenant three (3) options to extend the Lease Term for the entire Premises for a period of five (5) years each (each, an “Option Term”), subject to the provisions set forth below in this Article 2.2; provided, however, Tenant shall have no such right to extend the Lease Term for a particular Option Term unless Tenant has either exercised its option to extend the lease term for the CRG Direct Lease (as defined below) for a term which is coterminous with such Option Term, or concurrently with Tenant’s delivery of the Option Exercise Notice for such Option Term, Tenant under the CRG Direct Lease exercises its option to extend the lease term for the CRG Direct Lease for a term which is coterminous with such Option Term (either of such events is referred to herein as the “CRG Direct Lease Condition”). If Tenant properly exercises its option to extend the Lease Term for an Option Term (and provided the CRG Direct Lease Condition has been satisfied), Landlord shall be obligated to and shall immediately exercise its option to extend its then-current lease term for the concurrent or longer option term under the Master Lease, failing which Tenant shall have the right, in Landlord’s name and on Landlord’s behalf to exercise same under the Master Lease, and Master Landlord will be obligated to accept the same as being proper exercise of the applicable renewal option delivered by Landlord, as tenant under the Master Lease. Tenant’s options shall be exercisable only by written notice delivered by Tenant to Landlord as provided below and shall be subject to and in accordance with the terms and conditions set forth below in this Article 2.

Option Rights. Landlord hereby grants to the originally named Tenant herein (“Original Tenant“) and any Permitted Transferee Assignee, three (3) options to extend the Lease Term for the entire Premises for a period of five (5) years each (each, an “Option Term“, and each such option, the “Option to Extend”). Such Options to Extend shall be exercisable only by “Notice” (as that term is defined in Section 29.18 of this Lease) delivered by Tenant to Landlord (the “Extension Exercise Notice“) as provided below, subject provided that the following conditions (the “Option Conditions“) are satisfied: (i) as of the date of delivery of such notice, Tenant is not in Default under this Lease; (ii) Tenant is not in Default under this Lease at the time Landlord and Tenant execute an amendment to this Lease extending the provisions set forth below Lease Term for the applicable Option Term, and as of the end of the Lease Term or the initial Option Term, as the case may be, Tenant is not in Default under this Article 2.2Lease; (iii) Tenant has not previously been in Default under this Lease more than once in the immediately preceding thirty-six (36) month period; and (iv) this Lease then remains in full force and effect and Original Tenant (or a Permitted Transferee Assignee) has not subleased more than forty percent (40%) of the Premises pursuant to subleases in effect at the time the applicable Option to Extend is exercised and as of the commencement of the applicable Option Term (in each case, excluding any Permitted Transfer). Landlord may, at Landlord’s option, exercised in Landlord’s sole and absolute discretion, waive any of the Option Conditions in which case the Option to Extend, if otherwise properly exercised by Tenant, shall remain in full force and effect; provided, however, unless Landlord delivers written notice to Tenant shall have no such right to extend the Lease Term for a particular Option Term unless Tenant has either exercised its option to extend the lease term for the CRG Direct Lease within thirty (as defined below30) for a term which is coterminous with such Option Term, or concurrently with days following Tenant’s delivery exercise of the Option Exercise Notice for to Extend stating that such exercise is invalid due to Tenant’s failure to satisfy the Option TermConditions, Tenant under the CRG Direct Lease exercises its option to extend the lease term for the CRG Direct Lease for a term which is coterminous with such Option Term (either of such events is referred to herein as the “CRG Direct Lease Condition”). If Tenant properly exercises its option to extend the Lease Term for an Option Term (and provided the CRG Direct Lease Condition has been satisfied), then Landlord shall be obligated deemed to and shall immediately exercise its option to extend its then-current lease term for have waived the concurrent or longer option term under Option Conditions. Upon the Master Lease, failing which Tenant shall have the right, in Landlord’s name and on Landlord’s behalf to exercise same under the Master Lease, and Master Landlord will be obligated to accept the same as being proper exercise of the applicable renewal option delivered Option to Extend, and provided that Tenant satisfies all of the Option Conditions (except those, if any, which are waived by Landlord), the Lease Term or the initial Option Term, as tenant under applicable, as it applies to the Master Premises, shall be extended for a period of five (5) years. The rights contained in this Section 2.2 shall be personal to Original Tenant and any Permitted Transferee Assignee and may be exercised by Original Tenant or a Permitted Transferee Assignee only (and not by any other assignee, sublessee or “Transferee,” as that term is defined in Section 14.1 of this Lease. , of Tenant’s options shall be exercisable only by written notice delivered by Tenant to Landlord as provided below and shall be subject to and in accordance with the terms and conditions set forth below interest in this Article 2Lease) if the Original Tenant or any such Permitted Transfer Assignee physically occupies (as described above) at least seventy percent (70%) of the Premises.

Option Rights. Landlord hereby grants to Tenant three two (32) options to extend the Lease Term for the entire Premises for a period periods of five (5) years each (each, an “Option Term”the "OPTION TERMS"), subject to the provisions set forth below in this Article 2.2; provided, however, Tenant shall have no such right to extend the Lease Term for a particular Option Term unless Tenant has either exercised its option to extend the lease term for the CRG Direct Lease (as defined below) for a term which is coterminous with such Option Term, or concurrently with Tenant’s delivery of the Option Exercise Notice for such Option Term, Tenant under the CRG Direct Lease exercises its option to extend the lease term for the CRG Direct Lease for a term which is coterminous with such Option Term (either of such events is referred to herein as the “CRG Direct Lease Condition”). If Tenant properly exercises its option to extend the Lease Term for an Option Term (and provided the CRG Direct Lease Condition has been satisfied), Landlord shall be obligated to and shall immediately exercise its option to extend its then-current lease term for the concurrent or longer option term under the Master Lease, failing which Tenant shall have the right, in Landlord’s name and on Landlord’s behalf to exercise same under the Master Lease, and Master Landlord will be obligated to accept the same as being proper exercise of the applicable renewal option delivered by Landlord, as tenant under the Master Lease. Tenant’s options shall be exercisable only by written notice delivered by Tenant to Landlord as provided below and below. Notwithstanding any provisions of this Section 2.2 to the contrary, at Landlord's option, in addition to all of Landlord's other remedies under this Lease, Tenant shall not have the right to extend the Lease Term or first Option Term for the upcoming Option Term if as of the date of Tenant's delivery of its exercise notice, or, at Landlord's election, as of the commencement of the upcoming Option Term, Tenant is (i) in default under this Lease after expiration of all applicable cure periods, or (ii) not in occupancy of at least seventy percent (70%) of the rentable square feet of the initial Premises. Upon the proper exercise of any such option to extend, the then current Lease Term, as it applies to the entire Premises then leased by Tenant, shall be subject extended for the Option Term. The right to and in accordance with the terms and conditions set forth below extend contained in this Article 2Section 2.2 is personal to, and may only be exercised by, the original Tenant under this Lease and any permitted assignee under Section 14 of this Lease (and may not be exercised by any other assignee, sublessee or transferee of Tenant's interest in this Lease). In no event shall Tenant be entitled to extend the Lease Term for the second (2nd) Option Term unless Tenant has extended the initial Lease Term for the first Option Term.

Option Rights. Landlord hereby grants Provided that Tenant three (3) options is not in default under this Lease at the time of exercise of an option to extend or at the time of the commencement of the applicable option term, Tenant shall have the right to extend the Term of this Lease Term for the entire Premises for a period two (2) additional periods of five (5) years each (eachindividually and collectively, an “"Option Term”)") commencing upon the expiration of the initial term of this Lease. If Tenant elects to extend this Lease for an Option Term, Tenant shall give written notice ("Exercise Notice") of its exercise to Landlord not less than one hundred and eighty (180) days prior to the expiration of the Initial Term or the then current Option Term, as applicable. Tenant's failure to timely provide the Exercise Notice shall be deemed, without notice, a waiver of Tenant's rights to extend the Term of this Lease, and such time requirement shall be strictly construed. The terms, covenants and conditions applicable to each Option Term shall be the same terms, covenants and conditions of this Lease except that (i) Tenant shall not be entitled to any further option to extend after the second Option Term and (ii) the Rent for each Option Term shall be adjusted as provided in this Paragraph 3.2. The option to extend granted to Tenant pursuant to this Paragraph 3.2 shall not be assignable to any successor assign of Tenant, without the written consent of Landlord, unless the assignment is of all of the space then subject to this Lease, or at a minimum, all of the second floor, in which event the option to extend shall be assignable subject to the provisions set forth below in this Article 2.2; providedherein contained on assignment. It is understood that the options to extend, howeverwhether or not subject to an assignment, Tenant shall have no such right to extend the Lease Term may be for a particular Option Term unless Tenant has either exercised its option to extend the lease term for the CRG Direct Lease (as defined below) for a term which is coterminous with such Option Term, or concurrently with Tenant’s delivery all of the Option Exercise Notice for such Option Termspace then subject to this Lease or, Tenant under at the CRG Direct Lease exercises its option to extend the lease term for the CRG Direct Lease for a term which is coterminous with such Option Term (either election of such events is referred to herein as the “CRG Direct Lease Condition”). If Tenant properly exercises its option to extend the Lease Term for an Option Term (and provided the CRG Direct Lease Condition has been satisfied)Tenant, Landlord shall be obligated to and shall immediately exercise its option to extend its then-current lease term for the concurrent or longer option term under the Master Lease, failing which Tenant shall have the right, in Landlord’s name and on Landlord’s behalf to exercise same under the Master Lease, and Master Landlord will be obligated to accept the same as being proper exercise all of the applicable renewal option delivered by Landlord, as tenant under the Master Lease. Tenant’s options shall be exercisable only by written notice delivered by Tenant to Landlord as provided below and shall be subject to and in accordance with the terms and conditions set forth below in this Article 2second floor.

Option Rights. Landlord hereby grants to the originally named Tenant three herein (3"Original Tenant") and any Permitted Transferee Assignee, two (2) options to extend the Lease Term for the entire Premises for a period of five (5) years each (each, an "Option Term", and each such option, the “Option Termto Extend”). Such Options to Extend shall be exercisable only by "Notice" (as that term is defined in Section 29.18 of this Lease) delivered by Tenant to Landlord (the “Extension Exercise Notice”) as provided below, subject provided that the following conditions (the "Option Conditions") are satisfied: (i) as of the date of delivery of such notice, Tenant is not in Default under this Lease; (ii) Tenant is not in Default under this Lease at the time Landlord and Tenant execute an amendment to this Lease extending the provisions set forth below Lease Term for the applicable Option Term, and as of the end of the Lease Term or the initial Option Term, as the case may be, Tenant is not in Default under this Article 2.2Lease; (iii) Tenant has not previously been in Default under this Lease more than once in the immediately preceding thirty six (36) month period; and (iv) this Lease then remains in full force and effect and Original Tenant (or a Permitted Transferee Assignee) has not subleased more than fifty percent (50%) of the Premises pursuant to subleases in effect at the time the applicable Option to Extend is exercised and as of the commencement of the applicable Option Term (in each case, excluding any Permitted Transfer). Landlord may, at Landlord's option, exercised in Landlord's sole and absolute discretion, waive any of the Option Conditions in which case the Option to Extend, if otherwise properly exercised by Tenant, shall remain in full force and effect; provided, however, unless Landlord delivers written notice to Tenant shall have no such right to extend the Lease Term for a particular Option Term unless Tenant has either exercised its option to extend the lease term for the CRG Direct Lease within thirty (as defined below30) for a term which is coterminous with such Option Term, or concurrently with days following Tenant’s delivery exercise of the Option Exercise Notice for to Extend stating that such exercise is invalid due to Tenant's failure to satisfy the Option TermConditions, Tenant under the CRG Direct Lease exercises its option to extend the lease term for the CRG Direct Lease for a term which is coterminous with such Option Term (either of such events is referred to herein as the “CRG Direct Lease Condition”). If Tenant properly exercises its option to extend the Lease Term for an Option Term (and provided the CRG Direct Lease Condition has been satisfied), then Landlord shall be obligated deemed to and shall immediately exercise its option to extend its then-current lease term for have waived the concurrent or longer option term under Option Conditions. Upon the Master Lease, failing which Tenant shall have the right, in Landlord’s name and on Landlord’s behalf to exercise same under the Master Lease, and Master Landlord will be obligated to accept the same as being proper exercise of the applicable renewal option delivered Option to Extend, and provided that Tenant satisfies all of the Option Conditions (except those, if any, which are waived by Landlord), the Lease Term or the initial Option Term, as tenant under applicable, as it applies to the Master Lease. Tenant’s options Premises, shall be exercisable only by written notice delivered by Tenant to Landlord as provided below and shall be subject to and in accordance with the terms and conditions set forth below extended for a period of five (5) years. The rights contained in this Article 2.795678.02/WLA376514-00007/1-28-19/ctl/ctl -7- 630 ROSEVILLE PARKWAY[Penumbra, Inc.]