Common use of Reduction of L-C Amount Clause in Contracts

Reduction of L-C Amount. The L-C Amount shall not be reduced during that period (the “Fixed Period”), commencing on the Lease Commencement Date and expiring on the fourth (4th) anniversary of the Rent Commencement Date, unless extended pursuant to the terms of this Section 21.8. The Fixed Period shall be automatically extended (without the necessity of notice to Tenant) by four (4) months upon Tenant’s second (2nd) failure to pay any Rent or any other charge required to be paid under this Lease, or any part thereof, beyond applicable notice and cure periods, and shall be extended for an additional four (4) months upon each failure by Tenant thereafter. After the expiration of the Fixed Period (as the same may be extended pursuant to the immediately preceding sentence), provided that on or prior to the applicable Reduction Date, Tenant tenders to Landlord (a) evidence reasonably satisfactory to Landlord demonstrating the Tenant satisfies the “L-C Reduction Conditions,” as that term is defined below, and (b) a certificate of amendment to the existing L-C, conforming in all respects to the requirements of this Article 21, in the amount of the applicable L-C Amount as of such Reduction Date, the L-C Amount shall be reduced to the following amounts: Reduction Date* L-C Amount First (1st) day of the first (1st) calendar month following the month in which the Fixed Period expires (the “Burn Down Date”) $ 7,000,000.00 First (1st) anniversary of the Burn Down Date $ 5,730,000.00 Second (2nd) anniversary of the Burn Down Date $ 4,460,000.00 Third (3rd) anniversary of the Burn Down Date $ 3,190,000.00 Reduction Date* L-C Amount Fourth (4th) anniversary of the Burn Down Date $ 1,920,000.00 Fifth (5th) anniversary of the Burn Down Date $ 650,000.00 * The Reduction Dates set forth above shall be adjusted, if the Fixed Period is extended pursuant to the terms of this Section 21.8, to be the dates that are the number of months after the extended Fixed Period (for the initial Reduction Date) or the preceding Reduction Date (for Reduction Dates thereafter) determined by dividing the number of months remaining in the initial Lease Term following the extended Fixed Period by five (5). In addition, the L-C Amount set forth above with respect to each Reduction Date shall be proportionally increased to the extent the L-C Amount had been previously increased pursuant to the terms of Section 21.7, above.

Reduction of L-C Amount. The amount of the letter of credit, which the parties acknowledge shall be in the initial amount of $4,726,000.00, shall be reduced during the Lease Term as follows: Reduction Date New L-C Amount January 30, 2013 $ 3,545,0000 January 30, 2014 $ 2,365,000 January 30, 2015 $ 1,180,000 January 30, 2016 $ 650,000 The amount of the letter of credit shall additionally be reduced on a proportionate basis in the event of any permanent recapture of any portion of the Premises by Landlord pursuant to the terms of Section 14.4, above. Notwithstanding anything to the contrary in this Section 21.6, the amount of the letter of credit shall only decrease as set forth above if, as of the applicable Reduction Date, Tenant is not in default under this Lease and the 790 Lindaro Lease (beyond any applicable notice and cure periods set forth in this Lease and the 790 Lindaro Lease). In the event Tenant does not satisfy the foregoing condition as of a particular Reduction Date, the L-C shall not be reduced during that period (as of such Reduction Date but if Tenant satisfies the “Fixed Period”), commencing on the Lease Commencement Date and expiring on the fourth (4th) anniversary L-C Reduction Conditions as of the Rent Commencement succeeding Reduction Date, unless extended the L-C shall be decreased to the corresponding “New L-C Amount” set forth above for such succeeding Reduction Date notwithstanding that the prior L-C reduction did not occur (but no reduction prior to such succeeding Reduction Date shall be permitted). Notwithstanding anything contained herein to the contrary, in no event shall any decrease in the L-C occur pursuant to the terms of this Section 21.821.6 in the event this Lease or the 790 Lindaro Lease is terminated due to an Event of Default by Tenant. Not more than thirty (30) days prior to each of the applicable reduction dates, Tenant shall deliver Landlord a Notice (the “Reduction Request”) requesting that Landlord provide the bank issuing the L-C notice confirming that the applicable reduction is to occur on the reduction date (the “Reduction Certification”). The Fixed Period Reduction Request shall be automatically extended (without the necessity of notice to Tenant) accompanied by four (4) months upon Tenant’s second (2nd) failure to pay any Rent or any other charge required to be paid under this Lease, or any part thereof, beyond applicable notice and cure periods, and shall be extended for an additional four (4) months upon each failure by Tenant thereafter. After the expiration of the Fixed Period (as the same may be extended pursuant to the immediately preceding sentence), provided that on or prior to the applicable Reduction Date, Tenant tenders evidence reasonably acceptable to Landlord (a) evidence reasonably satisfactory to Landlord demonstrating that Tenant meets the Tenant satisfies the “L-C Reduction Conditions,” as that term is defined below. Within five (5) business days after Landlord’s receipt of the Reduction Request, and (b) a certificate of amendment to the existing L-C, conforming in all respects to the requirements of this Article 21, in the amount of the applicable L-C Amount as of such Reduction Date, provided that Tenant meets the L-C Amount Reduction Conditions, Landlord shall be reduced deliver the Reduction Certification to the following amounts: Reduction Date* L-C Amount First (1st) day of bank in the first (1st) calendar month following the month in which the Fixed Period expires (the “Burn Down Date”) $ 7,000,000.00 First (1st) anniversary of the Burn Down Date $ 5,730,000.00 Second (2nd) anniversary of the Burn Down Date $ 4,460,000.00 Third (3rd) anniversary of the Burn Down Date $ 3,190,000.00 Reduction Date* L-C Amount Fourth (4th) anniversary of the Burn Down Date $ 1,920,000.00 Fifth (5th) anniversary of the Burn Down Date $ 650,000.00 * The Reduction Dates set forth above shall be adjusted, if the Fixed Period is extended pursuant to form required by the terms of this Section 21.8, to be the dates that are the number of months after the extended Fixed Period (for the initial Reduction Date) or the preceding Reduction Date (for Reduction Dates thereafter) determined by dividing the number of months remaining in the initial Lease Term following the extended Fixed Period by five (5). In addition, the L-C Amount set forth above with respect to each Reduction Date shall be proportionally increased to the extent the L-C Amount had been previously increased pursuant to the terms of Section 21.7, above.C. ARTICLE 22

Reduction of L-C Amount. The L-C Amount shall not be reduced during that period (the “Fixed Period”), commencing on the Lease Commencement Date and expiring on the fourth (4th) anniversary of the Rent Commencement Date, unless extended pursuant Subject to the terms of this Section 21.8. The Fixed Period 21.4, Landlord hereby acknowledges and agrees that the L-C Amount shall be automatically extended (without the necessity of notice subject to Tenant) reduction by four (4) months upon Tenant’s second (2nd) failure an amount equal to pay any Rent or any other charge required to be paid under this Lease, or any part thereof, beyond applicable notice and cure periods, and shall be extended for an additional four (4) months $571,428.57 upon each failure by Tenant thereafter. After the expiration of the Fixed Period first seven (as 7) anniversaries of the same may be extended pursuant to the immediately preceding sentence)Lease Commencement Date (each, provided that on or prior to the applicable Reduction Date, Tenant tenders to Landlord (a) evidence reasonably satisfactory to Landlord demonstrating the Tenant satisfies the an “L-C Reduction Date”) so long as the “LC Reduction Conditions,” as that term is defined defined, below, and (b) a certificate are satisfied as of amendment to the existing subject L-CC Reduction Date. For purposes of this Lease, conforming the “LC Reduction Conditions” shall mean that (i) if a draw under the L-C by Landlord has occurred in all respects accordance with the terms of this Lease, Tenant shall have fulfilled its obligation to reinstate the requirements of L-C or to provide cash to Landlord as provided above in this Article 21, in order that Landlord shall hold, immediately prior to the amount of subject L-C Reduction Date, cash and/or an L-C, as the applicable case may be, in the total L-C Amount required under this Lease immediately prior to the subject L-C Reduction Date, (ii) Tenant is not in default under this Lease after the expiration of any applicable cure period as of the subject L-C Reduction Date, (iii) Tenant shall have delivered audited financial statements, prepared in accordance with generally accepted accounting principles consistently applied (“Financial Statements”) indicating that “Guarantor,” as that term is defined in Section 29.31 of this Lease, as of the end of the “Fiscal Year”, as that term is defined, below, completed most recently prior to the subject L-C Reduction Date, retains a “Quick Ratio” (i.e., “current assets” divided by “current liabilities”) of not less than one (1), (iv) Tenant shall deliver Financial Statements indicating that Guarantor, as of the end of the Fiscal Year completed most recently prior to the subject L-C Reduction Date, retains cash and cash equivalents (which shall include accounts receivable which are not older than sixty (60) days) in an amount not less than $25,000,000.00, and (v) neither Tenant nor Guarantor is, as of the subject L-C Reduction Date, under material SEC or other governmental investigation or is under threat of any such investigation, but this item (iv) shall only be applicable only to the extent the subject investigation or threat thereof will or may have a material adverse financial effect upon the subject entity. For purposes of this Lease, a “Fiscal Year” shall mean Tenant’s fiscal year for accounting purposes, which shall be the one year period commencing approximately as of February 1 of each year and concluding as of approximately January 31 of the following year. In the event that the LC Reduction Conditions are not satisfied as of any particular L-C Reduction Date, then the L-C shall not be subject to reduction as of such date, provided that in the event that Tenant shall subsequently satisfy the LC Reduction DateConditions, the L-C Amount shall be reduced as of the date of the satisfaction by Tenant of the LC Reduction Conditions. As an example only, in the event that Tenant failed to satisfy the following amounts: Reduction Date* L-C Amount First (1st) day LC Reductions Conditions as of the first (1st) calendar month following the month in which the Fixed Period expires (the “Burn Down Date”) $ 7,000,000.00 First (1st) anniversary of the Burn Down Date $ 5,730,000.00 Second (2nd) Lease Commencement Date, but satisfied the LC Reduction Conditions as of the second anniversary of the Burn Down Lease Commencement Date, then the LC Amount would reduce as of such second anniversary by $1,142,857.14 (i.e., the $571,428.57 reduction which could have been, but was not, implemented as of the first anniversary of Lease Commencement Date $ 4,460,000.00 Third (3rd) due to the failure of Tenant to then satisfy the LC Reduction Conditions), plus the $571,428.57 reduction to which Xxxxxx is entitled as of the second anniversary of the Burn Down Date $ 3,190,000.00 Reduction Lease Commencement Date* L-C Amount Fourth (4th) anniversary of the Burn Down Date $ 1,920,000.00 Fifth (5th) anniversary of the Burn Down Date $ 650,000.00 * The Reduction Dates set forth above shall be adjusted, if the Fixed Period is extended pursuant to the terms of this Section 21.8, to be the dates that are the number of months after the extended Fixed Period (for the initial Reduction Date) or the preceding Reduction Date (for Reduction Dates thereafter) determined by dividing the number of months remaining in the initial Lease Term following the extended Fixed Period by five (5). In addition, the L-C Amount set forth above with respect to each Reduction Date shall be proportionally increased to the extent the L-C Amount had been previously increased pursuant to the terms of Section 21.7, above.

Reduction of L-C Amount. The amount of the letter of credit, which the parties acknowledge shall be in the initial amount of $4,726,000.00, shall be reduced during the Lease Term as follows: Reduction Date New L-C Amount January 30, 2013 $ 3,545,000 January 30, 2014 $ 2,365,000 January 30, 2015 $ 1,180,000 January 30, 2016 $ 650,000 The amount of the letter of credit shall additionally be reduced on a proportionate basis in the event of any permanent recapture of any portion of the Premises by Landlord pursuant to the terms of Section 14.4, above. Notwithstanding anything to the contrary in this Section 21.6, the amount of the letter of credit shall only decrease as set forth above if, as of the applicable Reduction Date, Tenant is not in default under this Lease and the 770 Lindaro Lease (beyond any applicable notice and cure periods set forth in this Lease and the 770 Lindaro Lease). In the event Tenant does not satisfy the foregoing condition as of a particular Reduction Date, the L-C shall not be reduced during that period (as of such Reduction Date but if Tenant satisfies the “Fixed Period”), commencing on the Lease Commencement Date and expiring on the fourth (4th) anniversary LC Reduction Conditions as of the Rent Commencement succeeding Reduction Date, unless extended the L-C shall be decreased to the corresponding “New L-C Amount” set forth above for such succeeding Reduction Date notwithstanding that the prior L-C reduction did not occur (but no reduction prior to such succeeding Reduction Date shall be permitted). Notwithstanding anything contained herein to the contrary, in no event shall any decrease in the L-C occur pursuant to the terms of this Section 21.821.6 in the event this Lease or the 770 Lindaro Lease is terminated due to an Event of Default by Tenant. The Fixed Period shall be automatically extended Not more than thirty (without the necessity of notice to Tenant30) by four (4) months upon Tenant’s second (2nd) failure to pay any Rent or any other charge required to be paid under this Lease, or any part thereof, beyond applicable notice and cure periods, and shall be extended for an additional four (4) months upon each failure by Tenant thereafter. After the expiration of the Fixed Period (as the same may be extended pursuant to the immediately preceding sentence), provided that on or days prior to the applicable Reduction Date, Tenant tenders to Landlord (a) evidence reasonably satisfactory to Landlord demonstrating the Tenant satisfies the “L-C Reduction Conditions,” as that term is defined below, and (b) a certificate of amendment to the existing L-C, conforming in all respects to the requirements of this Article 21, in the amount each of the applicable L-C Amount as of such reduction dates, Tenant shall deliver Landlord a Notice (the “Reduction Date, Request”) requesting that Landlord provide the bank issuing the L-C Amount shall be reduced notice confirming that the applicable reduction is to occur on the following amounts: Reduction Date* L-C Amount First (1st) day of the first (1st) calendar month following the month in which the Fixed Period expires reduction date (the “Burn Down DateReduction Certification”). The Reduction Request shall be accompanied by evidence reasonably acceptable to Landlord that Tenant meets the LC Reduction Conditions. Within five (5) $ 7,000,000.00 First (1st) anniversary business days after Landlord’s receipt of the Burn Down Date $ 5,730,000.00 Second (2nd) anniversary of Reduction Request, and provided that Tenant meets the Burn Down Date $ 4,460,000.00 Third (3rd) anniversary of LC Reduction Conditions, Landlord shall deliver the Burn Down Date $ 3,190,000.00 Reduction Date* L-C Amount Fourth (4th) anniversary of Certification to the Burn Down Date $ 1,920,000.00 Fifth (5th) anniversary of bank in the Burn Down Date $ 650,000.00 * The Reduction Dates set forth above shall be adjusted, if the Fixed Period is extended pursuant to form required by the terms of this Section 21.8, to be the dates that are the number of months after the extended Fixed Period (for the initial Reduction Date) or the preceding Reduction Date (for Reduction Dates thereafter) determined by dividing the number of months remaining in the initial Lease Term following the extended Fixed Period by five (5). In addition, the L-C Amount set forth above with respect to each Reduction Date shall be proportionally increased to the extent the L-C Amount had been previously increased pursuant to the terms of Section 21.7, above.C.

Reduction of L-C Amount. The L-C Amount shall not be reduced during that period (the “Fixed Period”), commencing on the Lease Commencement Date and expiring on the fourth (4th) anniversary of the Rent Commencement Date, unless extended pursuant to the terms of this Section 21.8. The Fixed Period shall be automatically extended (without the necessity of notice to Tenant) by four (4) months upon Tenant’s second (2nd) failure to pay any Rent or any other charge required to be paid under this Lease, or any part thereof, beyond applicable notice and cure periods, and shall be extended for an additional four (4) months upon each failure by Tenant thereafter. After the expiration of the Fixed Period (as the same may be extended pursuant to the immediately preceding sentence), provided that on or prior to the applicable Reduction Date, Tenant tenders to Landlord (a) evidence reasonably satisfactory to Landlord demonstrating the Tenant satisfies the “L-C Reduction Conditions,” as that term is defined below, and (b) a certificate of amendment to the existing L-C, conforming in all respects to the requirements of this Article 21, in the amount of the applicable L-C Amount as of such Reduction Date, the L-C Amount shall be reduced to the following amounts: Reduction Date* L-C Amount First (1st) day of the first (1st) calendar month following the month in which the Fixed Period expires (the “Burn Down Date”) $ 7,000,000.00 First (1st) anniversary of the Burn Down Date $ 5,730,000.00 Second (2nd) anniversary of the Burn Down Date $ 4,460,000.00 Third (3rd) anniversary of the Burn Down Date $ 3,190,000.00 Reduction Date* L-C Amount Fourth (4th) anniversary of the Burn Down Date $ 1,920,000.00 Fifth (5th) anniversary of the Burn Down Date $ 650,000.00 * The Reduction Dates set forth above shall be adjusted, if the Fixed Period is extended pursuant to the terms of this Section 21.8, to be the dates that are the number of months after the extended Fixed Period (for the initial Reduction Date) or the preceding Reduction Date (for Reduction Dates thereafter) determined by dividing the number of months remaining in the initial Lease Term following the extended Fixed Period by five (5). In addition, the L-C Amount set forth above with respect to each Reduction Date shall be proportionally increased to the extent the L-C Amount had been previously increased pursuant to the terms of Section 21.7, above.

Reduction of L-C Amount. The L-C Amount shall not be reduced during that period commencing on the Phase I Lease Commencement Date and expiring on September 30, 2019 (the “Fixed Period”), commencing on the Lease Commencement Date and expiring on the fourth (4th) anniversary of the Rent Commencement Date, unless extended pursuant to the terms of this Section 21.8. The Fixed Period shall be automatically extended (without the necessity of notice to Tenant) by four (4) months upon Tenant’s second (2nd) failure to pay any Rent or any other charge required to be paid under this Lease, or any part thereof, beyond applicable notice and cure periods, and shall be extended for an additional four (4) months upon each similar failure by Tenant thereafter. After the expiration of the Fixed Period (as the same may be extended pursuant to the immediately preceding sentence), provided that on or prior to the applicable Reduction Date, Tenant tenders to Landlord (a) evidence reasonably satisfactory to Landlord demonstrating the Tenant satisfies the “L-C Reduction Conditions,” as that term is defined below, and (b) a certificate of amendment to the existing L-C (or a new L-C), conforming in all respects to the requirements of this Article 21, in the amount of the applicable L-C Amount as of such Reduction Date, then the L-C Amount (as that amount may have been adjusted due to an expansion or reduction of the Premises in accordance with Article 1 of this Lease, the “Adjusted L-C Amount”), shall be reduced to the following amountsas follows: Date of Reduction Date* Amount of Reduction Remaining L-C Amount First (1st) day October 1, 2019 11% of the first (1st) calendar month following the month in which the Fixed Period expires (the “Burn Down Date”) $ 7,000,000.00 First (1st) anniversary of the Burn Down Date $ 5,730,000.00 Second (2nd) anniversary of the Burn Down Date $ 4,460,000.00 Third (3rd) anniversary of the Burn Down Date $ 3,190,000.00 Reduction Date* Adjusted L-C Amount Fourth (4th) anniversary 89% of Adjusted L-C Amount October 1, 2020 22% of Adjusted L-C Amount 67% of Adjusted L-C Amount October 1, 2021 22% of Adjusted L-C Amount 44% of Adjusted L-C Amount October 1, 2022 22% of Adjusted L-C Amount 22% of Adjusted L-C Amount October 1, 2023 11% of Adjusted L-C Amount 11% of Adjusted L-C Amount If Tenant is allowed to reduce the Burn Down Date $ 1,920,000.00 Fifth (5th) anniversary of the Burn Down Date $ 650,000.00 * The Reduction Dates set forth above shall be adjusted, if the Fixed Period is extended L-C Amount pursuant to the terms of this Section 21.8, then Landlord shall reasonably cooperate with Tenant in order to be the dates that are the number of months after the extended Fixed Period (for the initial Reduction Date) or the preceding Reduction Date (for Reduction Dates thereafter) determined by dividing the number of months remaining in the initial Lease Term following the extended Fixed Period by five (5). In addition, the L-C Amount set forth above with respect to each Reduction Date shall be proportionally increased to the extent the L-C Amount had been previously increased pursuant to the terms of Section 21.7, aboveeffectuate such reduction.